The Diverse Income Trust Plc – Notice of GM

Publication of Circular

This announcement and the information contained in it are not for release,
publication or distribution, directly or indirectly, in whole or in part, in or
into, the United States of America (including its territories and possessions,
any state of the United States and the District of Columbia), Australia, Canada,
Japan, New Zealand, the Republic of South Africa, in any member state of the EEA
or in any other jurisdiction in which the same would be unlawful.

17 April 2026

The Diverse Income Trust plc

(«DIVI» or the «Company»)

Publication of Circular

Further to the Company’s announcement on 25 February 2026 in connection with the
proposals for the reconstruction and voluntary liquidation of the Company (the
«Proposals»), the Board is today publishing a circular (the «Circular») putting
forward the Proposals and convening the required General Meetings.

A copy of the Circular will be submitted to the National Storage Mechanism and
will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The Circular will also
be available on the Company’s website (https://www.diverseincometrust.com/) and
at the registered office of the Company (19th Floor, 51 Lime Street, London,
EC3M 7DQ).

Introduction

As announced on 25 February 2026, following consultation with advisers and
having considered Shareholder feedback, the Board believes that it is in the
best interests of all Shareholders to liquidate the Company and give
Shareholders the option to roll their investment into Premier Miton UK Multi Cap
Income Fund (the «Sub-Fund»), a sub-fund of Premier Miton Investment Funds 3
(the «OEIC») or to receive a cash exit at net asset value, in each case, less
the costs of the Proposals (as defined below).

Since inception, the Company has delivered on its original objectives of
providing an attractive and growing level of dividends coupled with capital
growth over the long term through exposure to a diversified spread of companies
with a multi cap approach. Since IPO in 2011, the Company has delivered a NAV
total return of +323.85 per cent. including dividends of 49.21 pence per
Ordinary Share, equivalent to a compounded +10.16 per cent. per annum (as at 31
March 2026).

The Company has traded at an average discount of 1.89 per cent. since inception.
Notwithstanding, over the last 3 years, as sentiment towards the UK equity
income sector has driven outflows, the discount has trended wider, trading at an
average of 7.00 per cent. (as at 31 March 2026).

Since 2012, the Company has offered Shareholders an annual option to redeem up
to 100 per cent. of their Ordinary Shares at either the prevailing net asset
value at the redemption point, or (if a redemption pool is created) the realised
value of the assets attributable to the redeeming shares. During the first
decade of its life, the Board believes that this liquidity facility allowed the
Company to trade at a tighter discount than its peers, with minimal redemptions
as a result. However, the past three years have seen significant redemptions
under the annual redemption facility that the Company offers to Shareholders.
Most recently in 2025, the redemptions amounted to 30.8 per cent. of the issued
Ordinary Shares at that time (excluding Ordinary Shares held in treasury). As a
result, the size of the Company has reduced substantially to net assets of
around £203.5 million (as at the Latest Practicable Date). Whilst the facility
has historically provided liquidity for those wishing to sell their Ordinary
Shares, more recently the Board believes that the reduced size of the Company
has impacted upon the marketability of the Company to the detriment of all
Shareholders. In particular the Board notes this has resulted in increasing
costs (as a percentage of net assets), the inability to defend a narrow level of
discount without further potential shrinkage in the size of the Company and the
reduction in the liquidity of Ordinary Shares in the market.

Accordingly, the Board is today putting forward proposals to Shareholders for
the voluntary liquidation of the Company by way of a scheme of reconstruction
pursuant to Section 110 of the Insolvency Act 1986 (the «Scheme»).  Under the
terms of the Scheme, Shareholders will be offered the opportunity to roll over
their investment into the Sub-Fund, an open-ended fund also managed by Premier
Fund Managers Limited (the «Investment Manager»), or to receive cash in respect
of their investment in the Company, or a combination of both.

The opportunity to roll over into the Sub-Fund will provide Shareholders with
the ability to maintain a similar investment approach. The Sub-Fund is managed
by the same individuals at the Investment Manager who manage the Company’s
portfolio, applying the same value-driven methodology. Over the period from 14
October 2011 (since when both the Company and the Sub-Fund have been in
existence1) to 31 March 2026, the Company’s net asset value total return with
dividends reinvested has been 348.60 per cent. (10.94 per cent. on an annualised
basis) and that of the Sub-Fund has been 298.44 per cent. (10.03 per cent. on an
annualised basis). Both portfolios have materially outperformed the UK market,
as represented by the Deutsche Numis All Share Index, which has returned 215.26
per cent. (8.27 per cent. on an annualised basis) over the same period. The Sub
-Fund has similar investment objectives to the Company, and a significant
majority of portfolio holdings overlap. The Sub-Fund’s investment objective and
policy is to provide an income with capital growth over the long term, being
five years or more, by investing in an actively managed portfolio with a minimum
of 70 per cent. of its assets in shares in companies incorporated or domiciled
in the UK.  It is larger than the Company with net assets of around £285.8
million (as at 31 March 2026), and benefits from a lower ongoing charges ratio.

The Options

Shareholders may elect, in whole or in part and in accordance with their
personal investment requirements, for either or both of the following options:

(a)    the Rollover Option – rolling over some or all of their investment into
Class B income shares to be issued by the Sub-Fund; and/or

(b)    the Cash Option – receiving cash in the liquidation of the Company in
respect of some or all of their investment in the Company.

Shareholders (other than Restricted Shareholders) that make no Election (or no
valid Election) will be deemed to have elected for Sub-Fund Shares.  The key
features of the Sub-Fund are set out below and in Part 3 of the Circular.
Shareholders should also refer to the OEIC Prospectus and the Sub-Fund KIID
which are available at https://www.premiermiton.com/funds/premier-miton-uk-multi
-cap-income-fund/.  The OEIC Prospectus and Sub-Fund KIID do not form part of
the Circular (and the Board takes no responsibility for the contents of the OEIC
Prospectus or the Sub-Fund KIID).

The Proposals

Under the Proposals, the Company will be wound up on the Liquidation Date by
means of a members’ voluntary liquidation pursuant to a scheme of reconstruction
under Section 110 of the Insolvency Act 1986 and Shareholders may elect to
receive Sub-Fund Shares in the Sub-Fund (being Premier Miton UK Multi Cap Income
Fund) and/or cash in respect of all or part of their holding of Ordinary Shares
in the Company.  Shareholders who elect to roll over their investment into the
Sub-Fund will receive Sub-Fund Shares and, in consideration of such issue, the
Company will transfer a portion of its net assets to the OEIC (for the benefit
of the Sub-Fund).  In this way, it is envisaged that it should be possible for
most UK resident Shareholders who hold their Ordinary Shares as investments to
be given a tax-efficient rollover of their entitlements.

The Sub-Fund Shares will be issued at the prevailing net asset value per Sub
-Fund Share as at 12.00 noon on the Effective Date.  Sub-Fund Shares issued
pursuant to the Rollover Option will be issued without any initial charge and
the investment minimum will be waived.

Shareholders who elect for the Cash Option will be sent a cheque in respect of
their entitlement if they hold Ordinary Shares in certificated form or receive
payment through CREST in respect of their entitlement if they hold Ordinary
Shares in uncertificated form.

Shareholders’ approval is required to implement the Proposals which will involve
the reclassification of the Company’s existing Ordinary Shares to give effect to
the respective options for which each Shareholder has elected, the voluntary
liquidation of the Company and the appointment of the Liquidators.

In order to consider and approve the Proposals, General Meetings have been
convened for 12 May 2026 (the «First General Meeting») and 26 June 2026 (the
«Second General Meeting»).  The purpose of the Circular is to provide you with
further details of the Proposals and the reasons why the Directors recommend
that you vote in favour of the Resolutions to be proposed at the General
Meetings.

The Resolutions to be proposed at the General Meetings, on which all
Shareholders may vote, are required in order to obtain certain Shareholder
authorities in accordance with the Companies Act 2006, the Insolvency Act 1986
and the Listing Rules, as follows:

(a)    at the First General Meeting, (i) to approve the terms of the Scheme set
out in Part 2 of the Circular; (ii) to amend the Articles to give effect to the
Scheme; (iii) to authorise the Liquidators to enter into and give effect to the
Transfer Agreement, to distribute Sub-Fund Shares and cash to Shareholders in
accordance with the Scheme, to purchase the interests of any Dissenting
Shareholders to the Scheme and to authorise the Liquidators to apply to cancel
the listing of the Reclassified Shares with effect from such date as the
Liquidators may determine; and

(b)    at the Second General Meeting, amongst other things, to appoint the
Liquidators and to wind up the Company.

Benefits of the Proposals

The Directors consider that the Proposals should have the following benefits for
all Shareholders as compared to their current position, or under a liquidation:

(a)    they enable Shareholders to roll over some or all of their investment
into the Sub-Fund which has a similar investment objective to the Company and is
managed by the same individuals at the Investment Manager who manage the
Company’s portfolio, thereby maintaining a similar investment approach;

(b)    Shareholders electing for the Rollover Option will not suffer the full
dealing costs that would be incurred on the realisation of the Company’s
portfolio in the event of a simple liquidation; and

(c)    Shareholders who may be subject to UK capital gains tax or corporation
tax on chargeable gains should generally be able to roll over their investment
into the Sub-Fund and thereby continue to receive investment returns without
triggering an immediate liability to UK capital gains tax or corporation tax on
chargeable gains.

Shareholders who elect for the Cash Option in respect of some or all of their
investment will receive cash in the liquidation of the Company to the extent of
their Election for the Cash Option.  Shareholders should note that, depending on
their particular circumstances, this may trigger a chargeable gains tax
liability.  Please refer to the paragraph headed «Taxation» in Part 4 of the
Circular for further details.

Shareholders who are in any doubt as to the contents of the Circular or as to
the action to be taken should immediately seek their own personal financial
advice from an appropriately qualified independent adviser authorised pursuant
to FSMA.

Conditions to the Scheme

The Scheme is conditional, among other things, upon:

(a)    the passing of all Resolutions to be proposed at (i) the First General
Meeting and (ii) the Second General Meeting (or at any adjournments thereof) and
upon any conditions of such Resolutions being fulfilled;

(b)    the FCA agreeing to amend the listing of the Ordinary Shares to reflect
their reclassification as Reclassified Shares for the purpose of implementing
the Scheme; and

(c)    the Directors and the OEIC ACD resolving to proceed with the Scheme.

In the event that any of the conditions referred to in paragraphs (a)(i) or (b)
fails, the Second General Meeting will be adjourned indefinitely and the Scheme
will lapse.

The Sub-Fund

The Sub-Fund is an open-ended investment fund whose investment objective and
policy is to provide an income with capital growth over the long-term (being
five years or more), by investing in an actively managed portfolio with a
minimum of 70 per cent. of its assets in shares of companies incorporated or
domiciled in the UK.  The Sub-Fund may also invest up to 30 per cent. of its
assets in other investments such as listed securities in other geographical
regions, government bonds and corporate (company) bonds, collective investment
schemes and cash-like investments.

Please refer to Part 3 of the Circular for further details on the Sub-Fund,
including details of the investment objective and investment policy of the Sub
-Fund.

The Sub-Fund is managed by the same individuals at the Investment Manager that
manage the Company’s portfolio, applying a very similar investment approach as
is applied to the Company’s portfolio.  The Sub-Fund has similar investment
objectives to the Company and there is a significant overlap of portfolio
holdings.  It is larger than the Company, with net assets of around £285.8
million as at 31 March 2026, and benefits from a lower ongoing charges ratio.

The OEIC (product reference number: 565733) is an open-ended investment company
with variable capital incorporated in England and Wales and authorised by the
Financial Conduct Authority as an undertaking for collective investment in
transferable securities (UCITS scheme) with effect from 14 September 2011.  The
Sub-Fund (being a sub-fund of the OEIC whose product reference number is 637739)
is itself approved as a sub-fund of the OEIC.

The Sub-Fund Shares will not be admitted to listing and/or to trading by any
authority or stock exchange.

The Sub-Fund Shares that will be issued pursuant to the Scheme are Class B
income shares.

Full details of the mechanics of the Scheme and entitlements of Shareholders
under the Scheme are contained within the Circular.

Interim dividends

The Company has declared a third interim dividend of 1.20 pence per Ordinary
Share in respect of the financial year ending 31 May 2026, payable on 21 May
2026 to Shareholders on the register on 1 May 2026. The ex-dividend date will be
30 April 2026.

It is anticipated that the Company may pay a further dividend in advance of the
Effective Date in order to ensure that the Company meets the distribution
requirements to maintain investment trust status.  Information relating to the
declaration and payment of such further dividend (if any) will be released by
the Company via an RNS in advance of the Effective Date.

In light of the Proposals, the Company has also withdrawn its Dividend
Reinvestment Plan («DRIP»), previously managed by its Registrar, MUFG Corporate
Markets. Therefore, Shareholders will no longer be able to automatically
reinvest their dividend in Ordinary Shares.

Costs of the Proposals

The Company will bear its own costs and expenses incurred in connection with the
Proposals.

Any liability for transfer taxes in respect of the transfer of certain assets to
the Sub-Fund will be borne by the Sub-Fund, provided that, in those
jurisdictions where it is customary for the liability for transfer taxes to be
split between the transferor and the transferee, the Company shall bear such
part of the transfer tax liability (as part of its own costs and expenses
incurred in connection with the Proposals) to the extent that such part of the
transfer tax liability is customarily borne by the transferor in the relevant
jurisdiction.

The costs payable by the Company in connection with the implementation of the
Proposals (excluding any costs associated with the realisation of the Cash Pool
and the realignment of the Rollover Pool) are expected to be approximately
£790,000 (including VAT, where applicable).  These costs have not been accrued
in the Company’s net asset value as at the Latest Practicable Date.

General Meetings

The implementation of the Proposals will require two General Meetings of the
Company which have been convened for:

(a)    12.00 p.m. on 12 May 2026 at 1 Finsbury Circus, London EC2M 7SH (the
«First General Meeting»); and

(b)    10.00 a.m. on 26 June 2026 at 1 Finsbury Circus, London EC2M 7SH (the
«Second General Meeting»).

The notices convening these meetings are set out at the end of the Circular.
All Shareholders are entitled to attend and vote at the First General Meeting
and the Second General Meeting and, on a show of hands, shall each have one vote
and, on a poll, shall have one vote for every Ordinary Share held by them.

The Resolutions to be proposed at the General Meetings will, if passed, approve
the Scheme and put the Company into liquidation, as further described below.

At the First General Meeting, Resolutions will be proposed which, if passed,
will:

(a)    amend the Articles of Association in order to implement the Scheme and
make provision for the issue of the relevant numbers of Sub-Fund Shares to
Shareholders on a voluntary liquidation of the Company;

(b)    subject to the Scheme becoming unconditional, authorise the
implementation of the Scheme by the Liquidators, including the entry into the
Transfer Agreement by the Liquidators, the allotment of the relevant number of
Sub-Fund Shares, by the Sub-Fund, to the Liquidators (who will renounce such
shares in favour of the relevant Shareholders) and the realisation of the Cash
Pool and distribution of cash by the Liquidators to the relevant Shareholders;
and

(c)    subject to the Scheme becoming unconditional, authorise the Liquidators
to purchase the interests of Dissenting Shareholders and to apply to cancel the
listing of the Company’s Ordinary Shares, with effect from such date as the
Liquidators will determine.

If the Scheme is not approved by Shareholders at the First General Meeting, the
Proposals will be abandoned and the Second General Meeting will be adjourned
indefinitely.  In this event, the Board will consider alternative proposals for
the future of the Company, the implementation of which may result in additional
costs being incurred.

At the Second General Meeting, a special resolution will be proposed which, if
passed, will place the Company into voluntary liquidation, appoint the
Liquidators and agree the basis of their remuneration, instruct the Company
Secretary to hold the books to the Liquidators’ order, and provide the
Liquidators with appropriate powers to carry into effect the amendments to the
Articles made at the First General Meeting.  The Resolution to be proposed at
the Second General Meeting is conditional upon the Directors and the OEIC ACD
resolving to proceed with the Scheme.

The Resolutions will require the approval of 75 per cent. or more of the votes
cast at the relevant meeting, whether in person or by proxy.

Expected Timetable

2026
Latest time and 12.00 p.m. on 8 May
date for receipt
of proxy
appointments
from
Shareholders for
the First
General Meeting
Latest time and 1.00 p.m. on 8 May
date for receipt
of the Form of
Election and/or
TTE Instructions
from
Shareholders
wishing to elect
for the Cash
Option
Latest time and 1.00 p.m. on 8 May
date for receipt
of the Tax
Residency Self
-Certification
Forms from
Unverified
Shareholders
wishing to elect
for the Rollover
Option
Scheme 6.00 p.m. on 8 May
Entitlements
Record Date
Ordinary Shares 6.00 p.m. on 8 May
disabled in
CREST
Suspension of 7.30 a.m. on 11 May
trading in
Ordinary Shares
First General 12.00 p.m. on 12 May
Meeting
Calculation Date 11.59 p.m. on 23 June
Latest time and 10.00 a.m. on 24 June
date for receipt
of proxy
appointments
from
Shareholders for
the Second
General Meeting
Reclassification 8.00 a.m. on 25 June
of the Ordinary
Shares
Suspension of 7.30 a.m. on 26 June
dealings in
Reclassified
Shares
Second General 10.00 a.m. on 26 June
Meeting
Appointment of 26 June
the Liquidators
Effective Date 26 June
and Transfer
Agreement
executed and
implemented
Sub-Fund Shares 26 June
issued pursuant
to the Scheme
First day of 29 June
dealing in Sub
-Fund Shares
Contract notes As soon as practicable
expected to be following the Effective Date
despatched in
respect of Sub
-Fund Shares
issued pursuant
to the Scheme
Cheques expected Expected to be around 10
to be despatched Business Days from the
and CREST Effective Date
payments made to
Shareholders in
respect of the
Cash Option
Cancellation of After the Effective Date
listing of
Reclassified
Shares

The times and dates set out in the expected timetable of events above and
mentioned throughout this announcement may be adjusted by the Company in which
event details of the new times and dates will be notified, as requested, to the
Financial Conduct Authority, the London Stock Exchange and, where appropriate,
Shareholders.  All references to time in this announcement are to UK time.

Note 1: The Company was launched on 28 April 2011 and the Sub-Fund was launched
on 14 October 2011.

Enquiries

The Diverse Income Contact via Panmure Liberum Limited
Trust plc

Andrew Bell, Chair

Premier Miton Group 01483 306090
plc

Gervais Williams,
Martin Turner, Claire
Long

Panmure Liberum 020 3100 2000
Limited

Alex Collins, Tom
Scrivens, Ashwin Kohli

LEI:2138005QFXYHJM551U45

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