31 Jan 2020 15:43
Shaftesbury PLC
Results of AGM
At the Shaftesbury PLC (the "Company") Annual General Meeting held today, the resolutions set out below (with the exception of resolutions 16, 17 and 19) were passed by shareholders voting on a poll.
The Company announced on 21 January 2020 that Mr Samuel Tak Lee, the ultimate beneficial owner of 26.15% of the issued share capital of the Company and 28.36% of the votes actually lodged at the Annual General Meeting, had notified the Company of his intention to vote against resolutions 2, 4, 5, 8, 15, 16, 17 and 19 and his reasons, which are connected with the litigation he instigated against the Company in June 2019 (referred to in previous announcements and the Company's 2019 Annual Report). In accordance with the Companies Act 2006, the Company circulated a copy of the statement and its response. That litigation continues, and the Board continues to defend it robustly.
At the Annual General Meeting there were significant votes against the resolutions noted above as a result of the votes cast by Mr Lee. Ordinary resolutions 2, 4, 5, 8, and 15 were approved by shareholders. Special resolutions 16, 17 and 19 were not carried.
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.
Resolution | For
| Against | Total | Withheld (*) | |||
Votes | % | Votes | % | Votes | % | ||
1. To receive the accounts
| 204,239,376 | 100.00 | 5,000 | 0.00 | 204,244,376 | 66.44% | 110,258 |
2. To approve the Annual Remuneration Report
| 203,699,453 | 71.57 | 80,932,966 | 28.43 | 284,632,419 | 92.59% | 611,135 |
3. To declare a final dividend
| 203,754,607 | 99.71 | 600,037 | 0.29 | 204,354,644 | 66.47% | 27 |
4. To re-elect Jonathan Nicholls
| 190,922,903 | 67.23 | 93,052,872 | 32.77 | 283,975,775 | 92.37% | 1,267,779 |
5. To re-elect Brian Bickell
| 202,393,322 | 70.95 | 82,850,103 | 29.05 | 285,243,425 | 92.79% | 130 |
6. To re-elect Simon Quayle
| 202,227,217 | 98.96 | 2,127,287 | 1.04 | 204,354,504 | 66.47% | 130 |
7. To re-elect Thomas Welton
| 202,232,217 | 98.96 | 2,122,287 | 1.04 | 204,354,504 | 66.47% | 130 |
8. To re-elect Christopher Ward
| 202,167,275 | 70.88 | 83,076,150 | 29.12 | 285,243,425 | 92.79% | 130 |
9. To re-elect Richard Akers
| 203,398,713 | 99.53 | 955,791 | 0.47 | 204,354,504 | 66.47% | 130 |
10. To re-elect Dermot Mathias
| 203,397,219 | 99.53 | 955,791 | 0.47 | 204,353,010 | 66.47% | 1,624 |
11. To re-elect Jennelle Tilling
| 203,991,193 | 99.82 | 363,311 | 0.18 | 204,354,504 | 66.47% | 130 |
12. To re-elect Sally Walden
| 203,996,419 | 99.82 | 358,085 | 0.18 | 204,354,504 | 66.47% | 130 |
13. To re-appoint Ernst & Young
| 204,347,654 | 100.00 | 5,383 | 0.00 | 204,353,037 | 66.47% | 1,597 |
14. To authorise the directors to agree the remuneration of the auditor
| 204,349,028 | 100.00 | 5,478 | 0.00 | 204,354,506 | 66.47% | 128 |
15. To authorise the directors to allot shares
| 200,864,275 | 70.42 | 84,379,152 | 29.58 | 285,243,427 | 92.79% | 128 |
16. To grant the directors authority to disapply pre-emption rights (Special Resolution)
| 204,290,886 | 71.62 | 80,951,041 | 28.38 | 285,241,927 | 92.79% | 1,628 |
17. 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)
| 201,101,858 | 70.49 | 84,184,298 | 29.51 | 285,286,156 | 92.80% | 1,978 |
18. To authorise market purchases of the Company's shares (Special Resolution)
| 203,751,484 | 99.69 | 635,239 | 0.31 | 204,386,723 | 66.49% | 12,490 |
19. To call a general meeting, other than an annual general meeting, on not less than 14 clear days' notice (Special Resolution)
| 195,034,994 | 68.37 | 90,208,561 | 31.63 | 285,243,555 | 92.79% | 0 |
*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: 92.8% (Number of shares in issue 307,417,537)
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 www.morningstar.co.uk/uk/NSM.
3. Details of the votes received on the resolutions are available on the Company's website: www.shaftesbury.co.uk.
Penny Thomas
Company Secretary
020 7333 8118
31 January 2020
Contact:
RMS Partners 020 3735 6551
Simon Courtenay
MHP Communications 020 3128 8100
Oliver Hughes/Reg Hoare