Strategic Micro-Cap Investment Trust PLC | Downing

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THE WEBSITE YOU ARE SEEKING TO ACCESS IS MADE AVAILABLE BY DOWNING STRATEGIC MICRO-CAP INVESTMENT TRUST PLC (“COMPANY”) IN GOOD FAITH AND IS PROVIDED FOR INFORMATION PURPOSES ONLY.

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THE INFORMATION CONTAINED ON THIS WEBSITE (THE “WEBSITE MATERIALS”) IS NOT DIRECTED AT NOR SHOULD IT BE ACCESSED BY PERSONS LOCATED IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO (“RESTRICTED JURISDICTION”).

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The Website Materials are for information purposes only and do not constitute or form a part of any offer or invitation to sell or issue, or the solicitation of any offer to purchase or subscribe for, securities. Any subscription for securities in the Company may be made only pursuant to a prospectus which provides detailed information about the Company and the securities to be offered (the “Prospectus”). Particular attention should be paid to the “risk factors” section of the Prospectus which will highlight specific risks relating to the Company.

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No securities of the Company have been or will be registered under the US Securities Act of 1933, as amended (the “Securities Act”) or under the securities laws of any state or other jurisdiction of the United States and may not be offered, sold or delivered, directly or indirectly, in or into the United States, or to or for the account or benefit of any US person (within the meaning of Regulation S under the Securities Act). In addition, the Company has not been, and will not be, registered under the United States Investment Company Act of 1940, as amended. There will be no public offer of securities in the United States, Australia, Canada, Japan or the Republic of South Africa or any jurisdiction in which such an offer would constitute violation of the relevant laws or regulations of such jurisdiction.

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If you are not permitted to view this website or are in any doubt as to whether you are permitted to view this website, please exit this website immediately by clicking on the “Decline” button below. The Website Materials must not be released or otherwise forwarded, distributed or sent, directly or indirectly, in whole or in part, to any Restricted Jurisdiction, including the United States, Australia, Canada, the Republic of South Africa or Japan or any other jurisdiction where the distribution of such materials would or may breach any applicable law or regulation or would require any registration or licensing within such jurisdiction. Persons receiving the Website Materials (including, without limitation, custodians, nominees and trustees) should observe these restrictions and must not, directly or indirectly, in whole or in part, forward, distribute or send them in, into or from any jurisdiction outside the United Kingdom. Neither the Company, Downing LLP (“Downing”) nor their respective advisers accept any responsibility for any violation by any person of any of these restrictions.

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In addition, the securities referred to herein and on the pages that follow will only be offered to professional investors (as that term is used in the AIFMD) in the European Economic Area (the “EEA”) to the extent that such securities (i) are permitted to be marketed into the relevant EEA jurisdiction pursuant to the Alternative Investment Fund Managers Directive (Directive 2011/ (61/EU) (“AIFMD”); or (ii) can otherwise be lawfully offered or sold (including on the basis of an unsolicited request from a ‘professional investor’ (as that term is used in the AIFMD)).

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Any person accessing the Website Materials in any jurisdiction should inform themselves about and observe any applicable legal requirements in their jurisdiction. Access to this website is for information purposes only. Any person seeking access to this website represents and warrants to the Company and to Downing that they are doing so for information purposes only. Making this website available does not constitute an offer to issue or sell, or the solicitation of an offer to subscribe for or buy, securities in the Company. Further, it does not constitute a recommendation by the Company or Downing or any associated company or any other person to subscribe for or buy securities in the Company. The information on this website is general in nature and does not in any way constitute investment, tax, legal or other advice.

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Any person accessing the Website Materials should carefully review the Terms and Conditions of the website. By using the Website Materials, you indicate that you accept the Terms and Conditions and that you agree to abide by them. The Company may change the Terms and Conditions. Such changes will be posted on the website. Your access to the website is governed by the version of the Terms and Conditions then in force. If you do not agree to the Terms and Conditions, please refrain from using this website.

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None of the Company, Downing or any other person has, or accepts: (i) any responsibility or duty to update any information, document or announcement contained on this website and the Company reserves the right to add to, remove or amend any information available on this website at any time; or (ii) any responsibility in respect of any information contained on any other website which may be linked to or from this website.

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Downing Strategic Micro-Cap Investment Trust PLC
(in Members' Voluntary Liquidation) ("the Company")

On 21 February 2025 the Company's shareholders passed a resolution to place the Company into liquidation and Derek Hyslop and Richard Barker were appointed as Joint Liquidators on the same day.

In accordance with the circular issued to shareholders on 29 January 2025 (the “Circular”), shareholders will be aware that it is anticipated that the Initial Distribution to Ordinary Shareholders of 2.0 pence per Share will be made during the week commencing 3 March 2025.

Should Shareholders have any queries regarding their holding in the Company, or if they wish to notify the Registrar of a change of address or other personal details, they should write to Computershare Investor Services plc, The Pavilions, Bridgewater Road, Bristol, BS99 6ZZ or call 0370 703 0195 (from within the UK) or +44 370 703 0195 (from outside the UK).

Should shareholders have any other queries in relation to the liquidation of the Company, they should contact the Joint Liquidators at below email address:
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DSM@parthenon.ey.com

D N Hyslop and R P Barker are licensed in the United Kingdom to act as Insolvency Practitioners by The Insolvency Practitioners Association. As Insolvency Practitioners, they are bound by the Insolvency Code of Ethics in carrying out all professional work relating to the appointment.

The Joint Liquidators may act as data controllers of personal data as defined by the UK General Data Protection Regulation (as incorporated in the Data Protection Act 2018), depending upon the specific processing activities undertaken. Ernst & Young LLP and/or the Company may act as a data processor on the instructions of the Joint Liquidators. Personal data will be kept secure and processed only for matters relating to the Joint Liquidators' appointment. The Office Holder Data Privacy Notice can be found at www.ey.com/uk/officeholderprivacy.