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9 May 2018 16:08
IFG Group plc
Result of Annual General Meeting
9 May 2018
Result of Annual General Meeting:
The Annual General Meeting ("AGM") of IFG Group plc (the "Company") was held today at the Marker Hotel, Docklands, Dublin 2, Ireland at 12.00p.m.
The Directors of the Company wish to announce that all resolutions proposed at the AGM were passed. All resolutions were approved on a show of hands at the meeting. The results of the proxy votes received in advance of the meeting are reported below.
No. | Resolution | For | Against | Withheld |
1. | Approving the 2017 report of Directors, financial statements and the independent auditors report | 65,038,216 (99.97%) | 20,575 (0.03%) | 5,000 |
2. | Re-election of John Gallagher as a Director * | N/A | N/A | N/A |
3. | Re-election of Mark Dearsley as a Director ** | All in favour | N/A | N/A |
4. | Re-election of David Paige as a Director | 65,025,830 (99.94%) | 37,961 (0.06%) | 0 |
5. | Re-election of Colm Barrington as a Director*** | 43,333,682 (76.74%) | 13,136,371 (23.26%) | 8,593,738 |
6. | Re-Election of Robin Phipps as a Director | 65,005,718 (99.92%) | 49,859 (0.08%) | 8,214 |
7. | Re-Election of Peter Priestley as a Director | 65,005,718 (99.92%) | 49,859 (0.08%) | 8,214 |
8. | Re-Election of Kathryn Purves as a Director | 65,025,693 (99.94%) | 38,098 (0.06%) | 0 |
9. | Re-Election of Cara Ryan as a Director | 65,025,419 (99.94%) | 38,372 (0.06%) | 0 |
10. | Agreeing the remuneration of the Auditors | 65,036,812 (99.96%) | 26,339 (0.04%) | 640 |
11. | Allotting of relevant securities - section 1021 authority | 65,016,367 (99.94%) | 40,504 (0.06%) | 6,920 |
12. | Allotting of equity securities - section 1023 authority (Special Resolution) | 65,016,367 (99.94%) | 40,504 (0.06%) | 6,920 |
13. | Authorisation to repurchase certain of the Company's shares (Special Resolution) | 65,041,169 (99.97%) | 21,982 (0.03%) | 640 |
14. | Setting of price range of treasury Shares (Special Resolution) | 64,992,241 (99.90%) | 65,878 (0.10%) | 5,672 |
* This resolution was retracted as John Gallagher stepped down from the Board following the conclusion of the AGM.
** This resolution replaced the resolution in relation to the re-appointment of John Cotter. Mr Dearsley was co-opted to the Board on 17th April 2018. This vote was carried out by the show of hands.
*** The Board notes that although resolution 5 was passed with the requisite majority, 23.26% of votes received were against the resolution. Following shareholder feedback, it is understood that the votes against Colm Barrington were largely due to a concern that Mr Barrington was over-committed to other duties, by virtue of his other directorships. However, the Company believes that Mr Barrington has proven able and willing to allocate sufficient time to the Company to discharge his responsibilities as a Non-Executive Director, having attended and contributed to all Board and Nomination Committee meetings during 2017. Mr Barrington continues to show his commitment to IFG and has demonstrated that he is able to allocate his time effectively in order to provide the time and attention that the Company requires of him as Non-Executive Director.
The recommendation for Mr Barrington's re-appointment as director was made with due consideration to the advantage of having a board member with extensive commercial experience, significant experience and familiarity in relation to IFG and, hence, an in-depth understanding of the ongoing challenges that the Company and the Board faces. Mr Barrington has continued to provide a valuable contribution to the Board and Nomination Committee, therefore the Board agreed that it was in the best interest of the shareholders to re-appoint Mr Barrington as director.
Notes:
1. All resolutions were passed.
2. The "Vote Withheld" option is provided to enable abstention on any particular resolution. However, it should be noted that a "Vote Withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "For" and "Against" a resolution.
3. The full text of each resolution was included in the notice of the AGM circulated to shareholders on 9 April 2018.
4. The total voting rights of the Company on the day on which the shareholders had to be on the register in order to be eligible to vote was 105,405,665.
5. In accordance with the Listing Rules, copies of the resolutions passed at the AGM have been forwarded to both the Irish Stock Exchange and the UK's National Storage Mechanism and are available for inspection at the following locations:
Companies Announcement Office
Irish Stock Exchange
28 Anglesea Street
Dublin 2
Ireland
And
http://www.morningstar.co.uk/uk/NSM
Vinotha Anthony
Company Secretary
IFG Group plc
Tel: +44 203 887 6173
E Mail: vinotha.anthony@ifggroup.com
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