NVA Novae Grp

 
TIDMNVA 
 
 
   11 May 2016 
 
   NOVAE GROUP PLC 
 
   RESULTS OF ANNUAL GENERAL MEETING 
 
   Results of Annual General Meeting 
 
   The Annual General Meeting of Novae Group plc was held on 11 May 2016 at 
10.00 a.m. 
 
   All of the resolutions were passed on a show of hands with resolutions 1 
to 15 being passed as ordinary resolutions and resolutions 16 to 18 
being passed as special resolutions. In accordance with Listing Rule 
9.6.2R a copy of the resolutions passed at the meeting (other than 
resolutions concerning ordinary business) will be forwarded to the 
National Storage Mechanism and will be available for inspection at: 
www.Hemscott.com/nsm.do. 
 
   The proxy votes lodged in advance of the meeting are set out below: 
 
 
 
 
                                               % For +                             Votes 
          Resolution     For      Discretion  Discretion   Against    % Against  Withheld 
      Annual Report 
  1.   & Accounts     47,986,322       5,684      100.00         248       0.00     93,426 
      Directors' 
       Remuneration 
  1.   Report         28,896,159      10,134       67.97  13,620,335      32.03  5,558,944 
      Approval of 
       final 
  1.   dividend       48,079,966       5,684      100.00          30       0.00          0 
      Approval of 
       special 
  1.   dividend       48,079,756       5,684      100.00         240       0.00          0 
      To elect LJ 
       Dowley as a 
  1.   director       48,034,497       5,826       99.91      44,701       0.09        656 
      To elect DA 
       Torrance as a 
  1.   director       48,034,497       5,826       99.91      44,701       0.09        656 
      To re-elect LP 
       Adams as a 
  1.   director       47,796,659       5,826       99.41     282,539       0.59        656 
      To re-elect MK 
       Fosh as a 
  1.   director       47,761,764       5,826       99.34     317,434       0.66        656 
      To re-elect CA 
       Fry as a 
  1.   director       48,050,448       5,826       99.94      27,992       0.06        656 
      To re-elect JP 
       Hastings-Bass 
       as a 
  1.   director       47,802,565       6,036       99.43     276,423       0.57        656 
      To re-elect MC 
       Phibbs as a 
  1.   director       47,796,449       6,036       99.41     282,539       0.59        656 
      Appoint 
  1.   Auditors       48,032,553       5,958       99.90      47,081       0.10         88 
      Auditors' 
  1.   remuneration   47,972,814       5,958       99.78     106,157       0.22        751 
      Share 
       Incentive 
       Plan Trust 
       Deed and 
  1.   Rules          48,062,574       5,781       99.97      14,468       0.03      2,857 
      Allotment of 
       shares under 
  1.   s551 CA 2006   45,564,773       5,958       99.75     114,139       0.25  2,400,810 
      To disapply 
       pre-emption 
  1.   rights         45,667,097       6,070       99.98       9,044       0.02  2,403,469 
      Market 
       purchases of 
       own shares 
  1.   (*)            47,788,794       5,312       99.41     285,401       0.59      6,173 
      Notice for 
       general 
  1.   meetings (*)   46,078,029       5,958       95.84   1,998,824       4.16      2,869 
 
   (*) Special Resolution 
 
   As at 11 May 2016 there were 64,425,640 Ordinary shares of GBP1.125 each 
in issue. 
 
   The Board is mindful of the shareholders who voted against the 2015 
Annual Report on Remuneration (Resolution 2 - Directors' Remuneration 
Report).  In March this year, the CEO engaged with Novae's major 
shareholders to discuss proposals in relation to LTIP awards in 2016. 
The Chairman of the Remuneration Committee subsequently wrote to key 
shareholders to confirm the Committee's decisions.  During consultation, 
major shareholders were generally supportive of the proposals and the 
Committee took comfort that the proposed approach was consistent with 
the approved Remuneration Policy. 
 
   The Novae Remuneration Committee has a clear commitment to governance 
and shareholder engagement.  Over the coming weeks, the Committee will 
analyse the voting outcome in detail and will contact individual 
shareholders to more fully understand their perspectives, as 
appropriate.  In the meantime, the Chairman of the Committee welcomes 
the opportunity to discuss the outcome of the vote and remuneration 
matters generally with any shareholder who wishes to do so. 
 
   Board Committee Membership Change 
 
   Pursuant to Listing Rule 9.6.11, Novae Group plc announces that Mary 
Phibbs, a Non-Executive Director and Chairman of the Audit Committee, 
has joined the Risk Committee with effect from 11 May 2016. 
 
   Enquiries: 
 
   Alex Moon     -   Novae Group plc           020 7050 9000 
 
   This announcement is distributed by NASDAQ OMX Corporate Solutions on 
behalf of NASDAQ OMX Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Novae Group plc via Globenewswire 
 
   HUG#2011718 
 
 
  http://www.novae.com/home.aspx 
 

(END) Dow Jones Newswires

May 11, 2016 06:55 ET (10:55 GMT)

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