(Alliance News) - Shaftesbury PLC on Friday said three of its resolutions failed to pass at its annual general meeting due to a rejection by Samuel Tak Lee, who is currently pursuing litigation against the firm.
Samuel Tak Lee holds a 26% stake in the property firm and cast 28% of the votes cast at the AGM. In June, Shaftesbury said it had been served with legal proceedings issued by companies controlled by Tak Lee relating to allegations and claims relating to a December 2017 Shaftesbury placing.
In this placing, Shaftesbury issued 27.9 million shares at a price of 952 pence per share, carried out on a non pre-emptive basis and at a 6.6% discount to the firm's closing share price on December 5 of 1,001.00 pence.
The claimants are challenging both the rationale for the placing and how the shares were allocated, and are seeking GBP10.4 million in damages for alleged losses.
Tak Lee's intention to oppose resolutions 2, 4, 5, 8, 15, 16, 17, and 19 was announced on Tuesday last week.
While ordinary resolutions 2, 4, 5, 8, and 15 obtained shareholder approval with a simple majority, resolutions 16, 17 and 19 were special resolutions and did not obtain the 75% approval needed to pass.
Resolution 16 was to grant directors authority to disapply pre-emption rights, 17 granted authority to disapply pre-emption rights for an additional 5% only in connection with an acquisition or specified investment, and 19 was to call a general meeting, other than an annual general meeting, on not less than 14 clear days' notice.
While Tak Lee appeared to be the only objector to resolution 16, 30% of votes were against resolution 17 and 32% were against 19 - suggesting some agreement from other shareholders.
This was a repeat of the company's AGM in 2019, when Tak Lee's opposition prevented three similar resolutions from passing.
"Aside from the matters related to the litigation, the board will continue its efforts to engage with Mr Lee on all other aspects of the company's business," said Shaftesbury.
Shares in Shaftesbury were down 0.1% at 899.00 pence in London on Friday afternoon.
By Anna Farley; annafarley@alliancenews.com
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