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Victoria PLC (VCP)

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Monday 05 March, 2012

Victoria PLC

Non-Executive Director Resignations

RNS Number : 7035Y
Victoria PLC
05 March 2012


"International designers and manufacturers of innovative quality floorcoverings"

Issued by: Citigate Dewe Rogerson

Date: Monday 5 March 2012                                                                    Immediate Release



Victoria PLC

Non-executive Director Resignations


Victoria PLC (the "Company" or "Victoria") announces with great regret that it has today reluctantly accepted the resignations of the Company's two Independent Non-executive Directors, Nikki Beckett, Chairman and Peter Jensen, Senior Independent Director.  As a result, Ms Beckett and Mr Jensen have stepped down from the Board and left the Company with immediate effect.

This decision was taken by Ms Beckett and Mr Jensen solely on the basis that, following the expiry on Friday    2 March 2012, the deadline for the lodging of proxies ahead of the planned General Meeting tomorrow           (6 March 2012), it was evident that the current Board will not be in a position to overturn the Requisitioners' demands, even though it is still possible that shareholders attending the General Meeting may change their minds and vote contrary to the proxy votes they have already lodged. Therefore, Ms Beckett and Mr Jensen feel that at this point it is in the best interests of the Company and all of its stakeholders that they should stand down.

Collectively, the Board of Victoria has, since December 2011, held a solid stance against the Requisitioners' demands, and it strongly believes that it has acted and continues to act in a way which it considers, in good faith, would be most likely to promote the success of the Company for the benefit of shareholders as a whole.

Alan Bullock, Group Managing Director, Victoria, speaking on behalf of the Executive Board commented:

"It is with sadness that we as a Board and business have lost two such talented and experienced independent directors enabling the Requisitioners to gain control of the Board without still telling the vast majority of shareholders their real strategy for the business.

Through this requisition process, the Requisitioners have only gained the support of a further 3% of votes. These additional votes were, we believe, only garnered by the Requisitioners bringing "inside" a further institutional shareholder and discussing the Requisitioners' strategy for the business with them.  It is a great shame that the Requisitioners continue to keep the majority of Victoria's shareholders in the dark as to their strategy.

"Despite the current Board having received the support of nearly 90% in number of those shareholders who have cast a proxy vote, we have to reluctantly accept that the independent non-executive directors would be required to step down from the Board at tomorrow's General Meeting.

"I would like to take this opportunity to thank Nikki for her support and advice over the last five years. Nikki is a recognised and well respected business leader who added a wealth of experience to the Board. We have all benefited from her business acumen since she joined us; since Nikki took over the role as Chairman in 2010, she has worked closely with the Executive Board on the development and implementation of its transformational strategy.

"Likewise, we thank Peter for his contribution since 2010. Although he has only been part of the team for a short time, his clear and concise thinking has contributed to the Board's focus and planning.

 "Together, their comprehensive all-round understanding of business will be missed by the Victoria team and on behalf of the Board, operational teams, staff and all other stakeholders, I thank them for their investment in Victoria and wish them well in the future, both personally and professionally."











Enquiries to:

Victoria PLC



Citigate Dewe Rogerson




Arden Partners plc


Office: +44 (0) 1562 749300

Mobile: +44 (0) 7785 703523

Office: +44 (0) 121 423 8900

Alan Bullock, Group Managing Director

Office: +44 (0) 121 362 4035

Steve Douglas, Corporate Finance Director

Fiona Tooley

LSE; Premium Listing

Ticker: VCP.L



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