Result of AGM

FBD Holdings PLC
09 May 2024
 

FBD Holdings plc

9 May 2024

 

Result of Annual General Meeting

 

All of the ordinary and special resolutions proposed at the Annual General Meeting of FBD Holdings plc held on 9 May 2024 were duly passed by the requisite majorities on a show of hands at the meeting.

 

The number of shares with voting rights in issue on 9 May 2024 is 40,769,476 (excluding 164,005 Treasury Shares in issue). Details of the numbers of shares in respect of which valid proxy appointments had been made in advance of the meeting are set out below. Details of the resolutions are contained in the 2024 Notice of Annual General Meeting which is available on the Company's website www.fbdgroup.com.

 

This announcement will also be made available on the Company's website in the "Investors" section.

 

 

No

Matter

Total Voted excluding withheld

Total For

Against

Withheld

1

To receive and consider the Report of the Directors and the Financial Statements for the year ended 31 December 2023

 

 

29,293,368

29,293,368

 

 

0

 

 

0


Percentage


100.000%

0.000%


2

To declare a dividend on the 14% Non-Cumulative Preference Shares

 

29,293,368

29,293,226

 

 

142

 

0


Percentage


100.000%

0.000%


3

To declare a dividend on the 8% Non-Cumulative Preference Shares

 

 

29,293,043

29,292,901

 

 

142

325


Percentage


100.000%

0.000%


4

To declare a Final Dividend of 100 cent per Ordinary Share

29,293,368

29,293,368

 

 

0

0


Percentage


100.000%

0.000%


5

To receive and consider the Report on Directors Remuneration appearing in the Financial Statements for the year ended 31 December 2023

 

 

29,293,368

29,293,368

 

 

0

0


Percentage


100.000%

0.000%


6a

To re-elect Mary Brennan as Director

29,293,368

29,200,991

 

 

92,377

0


Percentage


99.685%

0.315%


6b

To re-elect Sylvia Cronin as Director

29,293,368

29,291,668

 

1,700

0


Percentage


99.994%

0.006%


6c

To re-elect Tim Cullinan as Director

29,293,368

29,293,368

 

 

0

0


Percentage


100.000%

0.000%


6d

To re-elect Liam Herlihy as Director 

29,293,368

28,679,585

 

613,783

0


Percentage


97.905%

2.095%


6e

To re-elect Patrick Murphy as Director

29,293,368

29,293,368

 

 

0

0


Percentage


100.000%

0.000%


6g

To re-elect John O'Dwyer as Director 

29,293,368

29,063,354

 

 

230,014

0


Percentage


99.215%

0.785%


6h

To re-elect Tomás Ó Midheach as Director

29,293,368

29,293,368

0

0


Percentage


100.000%

0.000%


6i

To re-elect Richard Pike as Director

29,293,368

29,293,368

0

0


Percentage


100.000%

0.000%


6j

To re-elect Jean Sharp as Director

29,293,368

29,200,991

92,377

0


Percentage


99.685%

0.315%


6k

To re-elect Kate Tobin as Director

29,293,368

29,293,368

0

0


Percentage


100.00%

0.000%


7

To authorise the Directors to fix the remuneration of the Auditors

29,293,368

29,291,368

2,000

0


Percentage


99.993%

0.007%


8

To renew the Directors authority to allot shares

29,293,368

29,174,357

119,011

0


Percentage


99.594%

0.406%


9

To approve a limited disapplication of Pre-emption Rights

 

29,293,368

29,287,898

5,470

0


Percentage


99.981%

0.019%


10

To approve the Directors' additional authority to issue ordinary shares on a non-pre-emptive basis for cash in the case of an acquisition or specified capital investment

 

 

29,293,368

28,215,333

1,078,035

0


Percentage


96.320%

3.680%


11

To authorise the Company to make market purchase of Own Shares

 

 

29,293,368

 

 

29,292,338

1,030

0


Percentage


99.996%

0.004%


12

To set the off-market re-issue price range for the Company's share held in treasury

 

 

29,293,368

29,291,256

2,112

0


Percentage


99.993%

0.007%


13

To maintain the authority to convene an EGM by 14 Days Notice

 

 

29,293,368

29,198,444

94,924

0


Percentage


99.676%

0.324%


14

To authorise the Directors to delist the ordinary shares from the Official List of the Financial Conduct Authority and to remove the ordinary shares from trading on the London Stock Exchange plc's Main Market

 

 

24,421,076

24,419,496

1580

0


Percentage


99.994%

0.006%


 

 

 

 

 

UK Delisting Update

 

Following the passing of the UK Delisting Resolution, the Company will make applications to the Financial Conduct Authority ("FCA") to cancel the listing of the Ordinary Shares on its Official List and to trading on the London Stock Exchange's Main Market for listed securities. It is anticipated that the last day of dealings of the Company's Ordinary Shares on the London Stock Exchange will be Friday, 7 June 2024. Cancellation of the listing of the Ordinary Shares on the Official List of the FCA is expected to take effect at 8:00 am on Monday, 10 June 2024, being not less than 20 Business Days from the passing of the UK Delisting Resolution as required by the Listing Rules.  FBD's primary listing of its ordinary shares on the Main Market of Euronext Dublin will be unaffected.

 

 

-        A Vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" any resolution.

-        Proxy votes which gave discretion to the Chair of the Annual General Meeting have been included in the "Votes For" total of the appropriate resolution.

-        Resolution 6f did not go ahead at the AGM due to the untimely death of Mr David O'Connor.

 

For Reference

 

FBD Holdings plc

 

Telephone

Nadine Conlon, Company Secretary

00353 87 3844435

 

 

 

About FBD Holdings plc

 

FBD is one of Ireland's largest property and casualty insurers looking after the insurance needs of farmers, private individuals and business owners.

 

The following details relate to FBD's ordinary shares of €0.60 each which are publicly traded:

 

Listing

Euronext Dublin

Financial Conduct Authority

Listing Category

Primary

Premium (Equity)

Trading Venue

Euronext Dublin

London Stock Exchange

Market

Main Securities Market

Main Market

ISIN

IE0003290289

IE0003290289

Ticker

FBD.I or EG7.IR

FBH.L

 

 

FBD Holdings plc, FBD House, Bluebell, Dublin 12

Registered in Dublin, Ireland Registered Number 135882

 

 

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