Result of AGM

RNS Number : 6682D
IntegraFin Holdings plc
20 February 2020
 

IntegraFin Holdings plc (the "Company")

Results of AGM

At the Company's Annual General Meeting, held at 4.00pm on 20 February 2020, all resolutions set out in the Notice of Meeting were voted on a poll and were passed by the requisite majorities. The poll results are set out below.

No.

Resolution

Total For1

%

Total Against

%

Votes Witheld2

1. 

To receive the Directors' Report, Strategic Report, Auditors' Report and Financial Statements for the year ended 30 September 2019

198,619,578

98.53

2,962,986

1.47

399,151

2. 

To elect Richard Cranfield

199,439,513

98.74

2,540,280

1.26

1,923

3. 

To re-elect Caroline Banszky

201,690,232

99.86

290,740

0.14

744

4. 

To re-elect Victoria Cochrane

201,436,044

99.73

544,314

0.27

1,358

5. 

To re-elect Neil Holden

199,496,086

98.77

2,484,885

1.23

744

6. 

To re-elect Michael Howard

148,632,527

86.01

24,175,352

13.99

29,173,836

7. 

To elect Charles Robert Lister

200,010,031

99.02

1,969,762

0.98

1,923

8. 

To re-elect Christopher Munro

182,753,974

92.63

14,544,597

7.37

4,683,144

9. 

To re-elect Alexander Scott

199,916,132

98.98

2,065,583

1.02

0

10. 

To re-elect Ian Taylor

196,828,500

97.45

5,153,216

2.55

0

11. 

To approve Directors' Remuneration Report for the year ended 30 September 2019

190,331,885

96.47

6,967,430

3.53

4,682,400

12. 

To re-appoint BDO LLP as auditors to the Company

199,243,781

98.64

2,737,934

1.36

0

13. 

To authorise Group's Audit and Risk Committee to determine the auditors remuneration

194,649,801

96.37

7,331,914

3.63

0

14. 

To authorise the Company and its subsidiaries to make political donations

198,262,445

98.16

3,719,271

1.84

0

15. 

To grant authority to allot new shares

193,820,985

95.96

8,160,731

4.04

0

16. 

To grant authority to disapply pre-emption rights3

201,979,798

100.00

1,353

0.00

565

17. 

To give additional authority to disapply pre-emption rights3

192,666,811

95.39

9,314,339

4.61

565

18. 

To grant authority to repurchase the Company's shares3

200,442,835

99.26

1,503,551

0.74

35,329

19. 

To give authority to call a general meeting on not less than 14 clear days' notice3

196,844,647

97.46

5,137,069

2.54

0

20. 

To authorise the Company to rectify the payment of the 18 January 2019 dividend3,4

160,796,247

100.00

0

0.00

40,977,375

 

Notes

 

(1) Includes those votes giving the Chair discretion

(2) A   ' vote withheld' is not a vote in law and is not counted in the caluclation of votes   ' for' or   ' against' a resolution

(3) Passed as a special resolution and requiring a 75 percent majority

(4) As noted in the circular published by IntegraFin Holdings plc on 16 January 2020 (the "Circular"), Patrick Snowball (as a former director), the current directors (including Mike Howard, in his capacity as a director and a substantial shareholder) and their associates undertook to abstain from voting on resolution 20 as they were deemed to be 'related parties' of the Company for the purposes of the Listing Rules. Their combined shareholding represented 50,781,882 ordinary shares (approximately 15.3 percent of the Company's existing ordinary share capital) as at the date of the Annual General Meeting and these shares are therefore recorded as votes withheld in respect of resolution 20.

 

Following the passing of resolution 20 (and as described in detail in the Circular), the Company has today entered into a deed of release in respect of its shareholders and a deed of release in respect of its Directors and former directors in each case in the form that was annexed to the Circular.

The number of £0.01 ordinary shares in issue on 20 February 2020 was 331,322,014. Shareholders are entitled to one vote per share.

 

In accordance with Listing Rule 9.6.2, a copy of each resolution passed as a special resolution has been submitted to the National Storage Mechanism and will shortly be made available for inspection at http://www.morningstar.co.uk/uk/NSM .

 

The results will shortly be available on the Company's website at https://www.integrafin.co.uk.

 

Enquiries

Helen Wakeford   +44 (0)20 7608 4951

 

Legal Entity Identifier: 213800CYIZKXK9PQYE87


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