TIDMSHB
RNS Number : 3861Q
Shaftesbury PLC
25 February 2021
Shaftesbury PLC
Results of AGM
At the Shaftesbury PLC (the "Company") Annual General Meeting
("AGM") held today, the resolutions set out below (with the
exception of resolutions 15 and 16) were passed by shareholders
voting on a poll.
The Board would like to thank shareholders for their engagement
and support ahead of the AGM and throughout the year. While most of
the resolutions were passed, with majorities in excess of 97.51%,
the Board notes that resolutions 15 (Disapplication of Pre-emption
Rights - General) and 16 (Disapplication of Pre-emption Rights -
Specific) which were special resolutions requiring a 75% majority,
did not receive sufficient support to be passed (receiving votes in
favour of 72.03% and 70.94% respectively).
Both of the resolutions followed the provisions of the
Pre-Emption Group's Statement of Principles for the disapplication
of pre-emption rights and reflect UK listed company market
practice. The Board considers the flexibility afforded by these
authorities to be in the best interests of the Company.
In accordance with provision 4 of the UK Corporate Governance
Code (the "Code"), the Board confirms that it will consult and
continue to engage with the relevant shareholders to understand and
discuss their concerns with respect to these resolutions. An update
will be provided within six months of the AGM, in accordance with
the Code, with a final summary to be included in the Company's 2021
annual report and accounts .
Board Changes
Dermot Mathias retired as a director of the Company at the
conclusion of the AGM. We offer our thanks to Dermot for his
valuable contribution and advice throughout his tenure. Following
Dermot's retirement, Ruth Anderson has been appointed as the Chair
of the Audit Committee.
Resolution For Against Total Withheld (*)
Votes % Votes % Votes % ISC
------------ ------- ------------ ------ ------------ -------
1. To receive the accounts 346,694,349 100.00 0 0.00 346,694,349 90.23% 184,465
------------ ------- ------------ ------ ------------ ------- -------------
2. To approve the Annual
Remuneration Report 345,451,949 99.61 1,343,487 0.39 346,795,436 90.26% 83,378
------------ ------- ------------ ------ ------------ ------- -------------
3. To elect Ruth Anderson 346,395,577 99.98 57,964 0.02 346,453,541 90.17% 425,273
------------ ------- ------------ ------ ------------ ------- -------------
4. To re-elect Jonathan Nicholls 342,744,115 98.83 4,069,934 1.17 346,814,049 90.27% 66,632
------------ ------- ------------ ------ ------------ ------- -------------
5. To re-elect Brian Bickell 343,768,639 99.12 3,045,410 0.88 346,814,049 90.27% 66,632
------------ ------- ------------ ------ ------------ ------- -------------
6. To re-elect Simon Quayle 343,682,698 99.10 3,131,351 0.90 346,814,049 90.27% 66,632
------------ ------- ------------ ------ ------------ ------- -------------
7. To re-elect Christopher Ward 343,769,496 99.12 3,042,686 0.88 346,812,182 90.27% 66,632
------------ ------- ------------ ------ ------------ ------- -------------
8. To re-elect Thomas Welton 343,683,198 99.10 3,130,851 0.90 346,814,049 90.27% 66,632
------------ ------- ------------ ------ ------------ ------- -------------
9. To re-elect Richard Akers 341,459,220 98.56 4,988,478 1.44 346,447,698 90.17% 431,116
------------ ------- ------------ ------ ------------ ------- -------------
10. To re-elect Jennelle Tilling 342,374,263 98.82 4,076,063 1.18 346,450,326 90.17% 428,488
------------ ------- ------------ ------ ------------ ------- -------------
11. To re-elect Sally Walden 341,675,140 98.62 4,776,666 1.38 346,451,806 90.17% 427,008
------------ ------- ------------ ------ ------------ ------- -------------
12. To re-appoint Ernst & Young 340,348,002 98.24 6,107,767 1.76 346,455,769 90.17% 424,912
------------ ------- ------------ ------ ------------ ------- -------------
13. To authorise the directors to
agree the remuneration of the
auditor 340,207,418 98.09 6,608,800 1.91 346,816,218 90.27% 64,463
------------ ------- ------------ ------ ------------ ------- -------------
14. To authorise the directors to
allot shares 342,292,865 98.70 4,517,153 1.30 346,810,018 90.26% 70,663
------------ ------- ------------ ------ ------------ ------- -------------
15. To grant the directors
authority to disapply pre-emption
rights (Special Resolution) 249,817,928 72.03 96,991,925 27.97 346,809,853 90.26% 68,961
------------ ------- ------------ ------ ------------ ------- -------------
16. To grant the directors
authority to disapply pre-emption
rights for an additional 5% only
in connection with an acquisition
or specified investment (Special
Resolution) 246,040,406 70.94 100,768,812 29.06 346,809,218 90.26% 69,596
------------ ------- ------------ ------ ------------ ------- -------------
17. To authorise market purchases
of the Company's shares (Special
Resolution) 345,884,853 99.80 704,007 0.20 346,588,860 90.21% 291,821
------------ ------- ------------ ------ ------------ ------- -------------
18. To call a general meeting,
other than an annual general
meeting, on not less than 14
clear
days' notice (Special Resolution) 338,180,800 97.51 8,633,666 2.49 346,814,466 90.27% 64,348
------------ ------- ------------ ------ ------------ ------- -------------
*Vote withheld is not a vote in law and will not be counted in
the calculation of the proportion of votes for and against a
resolution.
Notes
1. Percentage of shares voted: 90.27% (Number of shares in issue 384,214,860)
2. In accordance with UK Listing Rule 9.6.2R, copies of all
resolutions passed at the AGM, other than those concerning ordinary
business, will be submitted to the UK Listing Authority and will,
in due course, be
available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
3. Details of the votes received on the resolutions are available on the Company's website: www.shaftesbury.co.uk .
Desna Martin
Company Secretary
020 7333 8118
25 February 2021
Contact:
RMS Partners 020 3735 6551
Simon Courtenay
MHP Communications 020 3128 8100
Oliver Hughes/Reg Hoare
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