Savills Regulatory News (SVS)

Savills plc

Annual General Meeting

At the Annual General Meeting of the above-named company, duly convened and held at 33 Margaret Street, London W1G 0JD on Wednesday 13 May 2015 at 12 noon. All the resolutions were passed including the following Special Business:

13. Passed as an Ordinary Resolution:

THAT the Directors be generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 to exercise all the powers of the Company to allot shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of £2,248,702 comprising:

(a) an aggregate nominal amount of £1,124,351 (whether in connection with the same offer or issue as under (b) below or otherwise); and

(b) an aggregate nominal amount of £1,124,351 in the form of equity securities (as defined by section 560 of the Companies Act 2006) in connection with an offer or issue by way of rights, open for acceptance for a period fixed by the Directors, to holders of ordinary shares (other than the Company) on the register on any record date fixed by the Directors in proportion (as nearly as may be) to the respective number of ordinary shares deemed to be held by them, subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements, legal or practical problems arising in any overseas territory, the requirements of any regulatory body or stock exchange or any other matter whatsoever. 

This authority shall expire (unless previously renewed, varied or revoked by the Company in general meeting) on 12 August 2016 or, if earlier, at the conclusion of the Annual General Meeting of the Company to be held in 2016, except that the Company may before such expiry make any offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities pursuant to any such offer or agreement as if such authority had not expired.

14. Passed as a Special Resolution:

THAT the Directors be empowered pursuant to section 570 of the Companies Act 2006 to allot equity securities (as defined in section 560 of the Companies Act 2006) for cash pursuant to the general authority conferred on them by resolution 13 above and/ or to sell equity securities held as treasury shares for cash pursuant to section 727 of the Companies Act 2006, in each case as if section 561 of the Companies Act 2006 did not apply to any such allotment or sale, provided that this power shall be limited to:

(a) any such allotment and/or sale of equity securities in connection with an offer or issue by way of rights or other pre-emptive offer or issue, open for acceptance for a period fixed by the Directors, to holders of ordinary shares (other than the Company) on the register on any record date fixed by the Directors in proportion (as nearly as may be) to the respective number of ordinary shares deemed to be held by them, subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements, legal or practical problems arising in any overseas territory, the requirements of any regulatory body or stock exchange or any other matter whatsoever; and

(b) any such allotment and/or sale, otherwise than pursuant to paragraph (a) above, of equity securities having, in the case of ordinary shares, an aggregate nominal value or, in the case of other equity securities, giving the right to subscribe for or convert into ordinary shares having an aggregate nominal value, not exceeding the sum of £337,356.

This authority shall expire (unless previously renewed, varied or revoked by the Company in general meeting) at such time as the general authority conferred on the Directors by Resolution 13 above expires, except that the Company may at any time before such expiry make any offer or agreement which would or might require equity securities to be allotted or equity securities held as treasury shares to be sold after such expiry and the Directors may allot equity securities and/or sell equity securities held as treasury shares in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired.

15. Passed as a Special Resolution:

THAT the Company be generally and unconditionally authorised to make market purchases (as defined in Section 693(4) of the Companies Act 2006) of its ordinary shares of 2.5p each provided that in doing so it:

(a) purchases no more than 13,507,743 ordinary shares of 2.5p each in aggregate;

(b) pays not less than 2.5p (excluding expenses) per ordinary share of 2.5p each; and

(c) pays a price per ordinary share that is not more (excluding expenses) per ordinary share than the higher of (i) 5% above the average of the middle market quotations for the ordinary shares as derived from the London Stock Exchange Daily Official List for the 5 business days immediately before the day on which it purchases that share; and (ii) the price stipulated by Article 5(1) of the Buy-back and Stabilisation Regulation (EC 2273/2003).

This authority shall expire on 12 November 2016 or, if earlier, at the conclusion of the AGM of the Company to be held in 2016, except that the Company may, if it agrees to purchase ordinary shares under this authority before it expires, complete the purchase wholly or partly after this authority expires.

16. Passed as a Special Resolution:

THAT the Directors be authorised to call a general meeting of the Company, other than an Annual General Meeting, on not less than 14 clear days' notice.

Full details of the proxy votes received from shareholders prior to the meeting for each resolution will be made available on the Company's website: www.savills.com

In accordance with Listing Rule 9.6.2, copies of the Special Business passed at the AGM have been submitted to the National Storage Mechanism and will be available for inspection at www.hemscott.com/nsm.do.

Ends