Last checked at 19 Aug 2022 11:42
19 August 2022
BRAEMAR SHIPPING SERVICES PLC
("Braemar", the "Company" or the "Group")
Results of Annual General Meeting
Braemar Shipping Services Plc (LSE: BMS), a leading international Shipbroker and provider of expert advice in shipping investment, chartering and risk management, is pleased to announce that each of the resolutions proposed at its Annual General Meeting (the "AGM") held earlier today were duly passed by means of a poll vote.
The poll results were as follows:
| Resolution | Votes For | % For | Votes Against | % Against | Total Votes | % of ISC voted | Votes Withheld |
4 | Re-election of Elizabeth Gooch as a director | 10,164,860 | 89.32 | 1,214,953 | 10.68 | 11,379,813 | 35.18% | 43,428 |
5 | Re-election of James Gundy as a director | 10,178,911 | 89.41 | 1,205,346 | 10.59 | 11,384,257 | 35.19% | 38,984 |
6 | Re-election of Stephen Kunzer as a director | 10,172,107 | 89.25 | 1,225,286 | 10.75 | 11,397,393 | 35.23% | 25,848 |
7 | Re-election of Nigel Payne as a director | 10,177,032 | 89.30 | 1,219,262 | 10.70 | 11,396,294 | 35.23% | 26,947 |
8 | Re-election of Tristram Simmonds as a director | 10,196,566 | 89.56 | 1,188,728 | 10.44 | 11,385,294 | 35.19% | 37,947 |
9 | Re-election of Nicholas Stone as a director | 9,876,328 | 86.74 | 1,510,065 | 13.26 | 11,386,393 | 35.20% | 36,848 |
10 | Re-election of Joanne Lake as a director | 8,488,187 | 74.96 | 2,835,944 | 25.04 | 11,324,131 | 35.01% | 99,110 |
11 | Re-appointment of BDO LLP as auditors | 10,144,423 | 89.10 | 1,240,516 | 10.90 | 11,384,939 | 35.19% | 38,302 |
12 | Authority to determine the auditor's remuneration | 8,241,098 | 74.22 | 2,861,769 | 25.78 | 11,102,867 | 34.32% | 320,374 |
13 | Authority to allot share capital | 10,468,797 | 91.86 | 928,020 | 8.14 | 11,396,817 | 35.23% | 26,424 |
14 | Authority to disapply pre-emption rights* | 9,300,183 | 81.64 | 2,091,419 | 18.36 | 11,391,602 | 35.21% | 31,639 |
15 | Authority to further disapply pre-emption rights* | 9,297,280 | 81.61 | 2,094,472 | 18.39 | 11,391,752 | 35.21% | 31,489 |
16 | Authority to purchase own shares* | 10,457,249 | 91.76 | 939,481 | 8.24 | 11,396,730 | 35.23% | 26,511 |
17 | Authority call a general meeting (other than the Annual General Meeting) on 14 clear days' notice * | 10,498,710 | 92.11 | 899,317 | 7.89 | 11,398,027 | 35.23% | 25,214 |
19 | Changing the Company's name to Braemar Plc* | 10,480,390 | 92.01 | 910,572 | 7.99 | 11,390,962 | 35.21% | 32,279 |
* indicates special resolutions requiring a 75% majority.
The remaining business of the AGM was adjourned and further resolutions (being resolutions 1 to 3 (inclusive) and resolution 18) will be put to vote at a later date, following the publication of the Full Year Results. Braemar Shipping Services Plc expects the reconvened AGM to be in early October.
In accordance with the 2018 UK Corporate Governance Code, the Board notes that although Resolutions 10 (Re-election of Joanne Lake as Director) and 12 (Authority to determine auditor's remuneration) passed with the requisite majority, it received 20% or more votes against the Board's recommendation. The Board is working to identify and understand the reasons behind these votes and will look to engage with the Company's shareholders as appropriate in relation to these matters.
Please note that a vote withheld is not a vote under English law and is not counted in the calculation of the votes "for" and "against" a resolution. The total voting rights that members were entitled to exercise at the AGM were 32,349,904.
Change of company name
As announced on 15 June 2022, the Company has recently launched a new brand identity to support its streamlined strategy and the Board has determined that the name of the Company should be changed to align with this brand identity. Following shareholder approval at the Company's AGM, it is expected that the Company's change of name will become effective with the Registrar of Companies by early September 2022, and the Company will issue a further announcement to confirm when this has taken place.
There will be no change to the Company's Tradable Instrument Display Mnemonic ("BMS") following the change of name. Braemar's shares will continue to be tradeable on the Main Market of the London Stock Exchange. There will also be no change to the Company's website which is www.braemar.com
Shareholdings are unaffected by the name change, and existing share certificates should be retained, as they will remain valid for all purposes. Any new share certificates issued after the change of name becomes legally effective will bear the name Braemar Plc.
For further information, contact:
Braemar Shipping Services Plc | |
James Gundy, Group Chief Executive Officer | Tel +44 (0) 20 3142 4100 |
Nick Stone, Group Chief Financial Officer Emma Camilleri, Company Secretary | |
Investec Bank Plc | |
Gary Clarence / Harry Hargreaves / Alice King | Tel +44 (0) 20 7597 5970 |
Cenkos Securities plc Ben Jeynes / Max Gould (Corporate Finance) Alex Pollen / Leif Powis (Sales) |
Tel +44 (0) 20 7397 8900 |
Buchanan | |
Charles Ryland / Stephanie Whitmore / Jack Devoy / George Cleary | Tel +44 (0) 20 7466 5000 |
Notes to Editors:
About Braemar
Braemar provides expert advice in shipping investment, chartering, and risk management to enable its clients to secure sustainable returns and mitigate risk in the volatile world of shipping.
Braemar's experienced brokers work in tandem with specialist professionals to form teams tailored to its customers' needs, and provides an integrated service supported by a collaborative culture.
Braemar joined the Official List of the London Stock Exchange in November 1997 and trades under the symbol BMS.
For more information, including our investor presentation, please visit www.braemar.com and follow Braemar on LinkedIn.