Last checked at 31 May 2019 14:05
LEI: 213800OC94PF2D675H41
Hostelworld Group plc
(the "Company")
RESULTS OF 2019 ANNUAL GENERAL MEETING
The Annual General Meeting ("AGM") of Hostelworld Group Plc (the "Company") was held at the offices of the Company, Floor 2, One Central Park, Leopardstown, Dublin 18, Ireland at 12 noon today.
At the AGM resolutions 1 - 5 and 7 - 17 that were set out in the notice of AGM were duly passed on a show of hands. Following the announcement by the Company on 3 May 2019 that Andy McCue would step down as a director of the Company following the AGM, a motion was put to the meeting to withdraw Resolution 6 seeking his re-election as a director. This motion was approved at the AGM and Resolution 6 was duly withdrawn.
The proxy votes were cast as follows:
Resolution | For | Against | Votes withheld* | Total proxy votes cast | Percentage of issued share capital voted (%) | ||
1. To adopt the reports of the Directors and Auditors and the audited accounts for the financial year ended 31 December 2018 | 76,005,197 (100%) | 0
| 750 | 76,005,197
| 79.53% | ||
2. To approve the Directors' remuneration report | 70,326,483 (94.01%) | 4,478,884 (5.99%) | 1,200,580 | 74,805,367
| 78.27%
| ||
3. To approve the Directors' remuneration policy | 62,810,003 (82.64%) | 13,195,194 (17.36%) | 750 | 76,005,197
| 79.53%
| ||
4. To declare a final dividend of €0.09 per ordinary share | 76,005,157 (100%) | 40 | 750 | 76,005,197
| 79.53%
| ||
5. To re-elect Michael Cawley as a director | 73,288,773 (96.43%) | 2,716,424 (3.57%) | 750 | 76,005,197
| 79.53%
| ||
6. To re-elect Andy McCue as a director |
Resolution withdrawn | ||||||
7. To re-elect Carl Shepherd as a director | 76,005,157 (100%) | 40 | 750 | 76,005,197
| 79.53%
| ||
8. To re- elect Éimear Moloney as a director | 71,655,495 (94.28%) | 4,349,702 (5.72%) | 750 | 76,005,197
| 79.53%
| ||
9. To elect Gary Morrison as a director | 76,005,157 (100%) | 40 | 750 | 76,005,197
| 79.53%
| ||
10. To elect TJ Kelly as a director | 75,977,001 (99.96%) | 28,196 (0.04%) | 750 | 76,005,197
| 79.53%
| ||
11. To re-appoint Deloitte as auditors to the Company | 74,505,721 (98.03%) | 1,500,226 (1.97%) | 0 | 76,005,947
| 79.53%
| ||
12. To authorise the Directors to fix the auditors' remuneration | 76,004,936 (100%) | 1,011 | 0 | 76,005,947
| 79.53%
| ||
13. To authorise the directors to allot shares | 62,203,581 (81.84%) | 13,801,616 (18.16%) | 750 | 76,005,197
| 79.53%
| ||
14. To authorise the directors to dis-apply pre-emption rights | 76,005,157 (100%) | 790 | 0 | 76,005,947
| 79.53%
| ||
15. To authorise the Company to purchase its own shares | 74,806,117 (98.42%) | 1,199,830 (1.58%) | 0 | 76,005,947
| 79.53%
| ||
16. To authorise the Company to make political donations and incur political expenditure | 76,004,957 (100%) | 990 | 0 | 76,005,947
| 79.53%
| ||
17. To authorise the calling of a general meeting other than an Annual General Meeting on not less than 14 clear days' notice | 75,896,252 (99.86%) | 108,945 (0.14%) | 750 | 76,005,947
| 79.53%
| ||
Notes:
(i) Votes 'For' include those votes giving the Chairman discretion.
(ii) The number of ordinary shares in issue on 31 May 2019 (excluding shares held in treasury) was 95,570,778. Shareholders are entitled to one vote per share.
(iii) A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
Resolutions 1 to 5, 7 to 13 and 16 were passed as ordinary resolutions and Resolutions 14, 15 and 17 were passed as special resolutions.
In accordance with UK Listing Rule 9.6.2R copies of the resolutions passed at the AGM have been submitted to the UK Listing Authority via the National Storage Mechanism, and the Euronext, Dublin, and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM
A copy of this announcement setting out the results of the AGM is also available on the Company's website at www.hostelworldgroup.com.
The full text of each of the resolutions is set out in the notice of AGM, copies of which are available on the Company's website (www.hostelworldgroup.com).