KEYSTONE INVESTMENT TRUST PLC - AGM Statement

5.       to re-elect Mr Ian Armfield a Director of the Company;

6.       to re-elect Mr William Kendall a Director of the Company;

7.       to re-elect Mr Peter Readman a Director of the Company;

8.       to re-elect Mr John Wood a Director of the Company;

9.       to reappoint PricewaterhouseCoopers LLP as Auditor to the Company and authorise the Audit Committee to determine their remuneration;

10.     to renew the Directors’ authority to allot securities;

11.     to renew the Directors’ authority to allot securities for cash while disapplying pre-emption rights within parameters specified;

12.     to renew the Directors’ authority to purchase up to 14.99% of the Company’s shares in the market within the parameters specified; and

13.     that the period of notice required for general meetings of the Company (other than AGMs) shall be no less than 14 clear days.

Resolutions 1 to 10 were passed on a show of hands, resolutions 11 to 13 were passed on a poll.

A breakdown of the proxy votes registered is shown below.

Ordinary resolutions:

The poll results are set out below.

Special resolutions:

*The Board understands that the large vote against the Chairman derived from the corporate governance policies of certain institutional shareholders in relation to Board tenure. The Board firmly believes that a sufficient blend of skill and experience is currently exhibited by the Board as a whole, but accepts the call for further regeneration and will give more priority to consideration of the issue this year.

The Company has 13,518,799 ordinary shares of 50p each in issue.  On a poll these carry one vote per £1 of nominal capital, accordingly Total Voting Rights were 6,759,399.  The above tables represent the number of votes registered.  The number of shares represented are twice the above numbers.

Invesco Asset Management Limited

Corporate Company Secretary

24 January 2017