Results of Annual General Meeting

RNS Number : 0341N

Al Noor Hospitals Group PLC

13 May 2015

 



Al Noor Hospitals Group plc

Results of Annual General Meeting

12 May 2015

At the Annual General Meeting of Al Noor Hospitals Group plc held today, Tuesday, 12 May 2015, all resolutions put to the meeting were passed by the shareholders on a poll.

The results of the poll, incorporating the proxy votes lodged in advance of the meeting, are set out below.

Resolutions 8 and 9 were withdrawn prior to the AGM.

Resolutions	For	%	Against	%	Withheld	Total lodged
1. To receive the Company's annual accounts for the financial year ended 31 December 2014.	95,839,057	99.97	30,000	0.03	169,474	95,869,057
2. To approve the Directors' Remuneration Report for the year ended 31 December 2014.	95,193,433	99.63	348,867	0.37	496,231	95,542,300
3. To declare a final dividend of 9p per ordinary share for the year ended 31 December 2014.	96,038,531	100	0	0	0	96,038,531
4. To elect Ronald Lavater as a director of the Company.	95,058,679	98.98	979,852	1.02	0	96,038,531
5. To re-elect Dr Kassem Alom as a director of the Company.	84,637,022	88.59	10,905,278	11.41	4	95,542,300
6. To re-elect Sheikh Mansoor Bin Butti Al Hamed as a Director of the Company.	79,183,429	83.81	15,298,161	16.19	14	94,481,590
7. To re-elect Mubarak Matar Al Hamiri as a Director of the Company.	95,986,586	99.95	51,945	0.05	0	96,038,531
8. To re-elect Faisal Belhoul as a Director of the Company.*	-	-	-	-	-	-
9. To re-elect Khaldoun Haj Hasan as a Director of the Company.*	-	-	-	-	-	-
10. To re-elect Seamus Keating as a Director of the Company.	95,876,147	99.83	162,384	0.17	0	96,038,531
11. To re-elect Ahmad Nimer as a Director of the Company.	95,376,045	99.62	365,579	0.38	296,907	95,376,045
12. To re-elect Ian Tyler as a Director of the Company.	92,977,291	98.59	1,327,699	1.41	1,733,541	94,304,990
13. To re-elect William J. Ward as a Director of the Company.	95,876,147	99.83	162,384	0.17	0	96,038,531
14. To re-elect William S. Ward as a Director of the Company.	95,986,586	99.95	51,945	0.05	0	96,038,531
15. To re-appoint KPMG LLP as auditor of the Company.	95,923,356	99.93	65,979	0.07	0	95,989,335
16. To authorise the Audit and Risk Committee of the Company to determine the auditor's remuneration.	96,031,031	99.99	7,500	0.01	0	96,038,531
17. To authorise the Company to allot shares under section 551 of the Companies Act 2006.	94,192,167	98.08	1,846,168	1.92	196	96,038,335
18. To authorise the Company to allot shares on a non-pre-emptive basis in accordance with section 570 of the Companies Act 2006.	95,720,212	99.67	318,033	0.33	196	96,038,245
19. To authorise the Company to make market purchases of its own shares.	96,038,335	100.00	0	0.00	196	96,038,335
20. To authorise the Company to hold general meetings (other than an annual general meetings) on 14 clear days' notice.	87,589,954	91.20	8,448,381	8.80	196	96,038,335
21. To approve the ratification of the 2014 interim dividend and   relating matters.	88,982,585	100.00	0	0.00	0	88,982,585

* Resolution withdrawn prior to the AGM.

VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDER 

Resolutions	For	%	Against	%	Withheld	Total lodged
7. To re-elect Mubarak Matar Al Hamiri as a Director of the Company.	55,912,320	99.91	51,945	0.09	0	55,964,265
10. To re-elect Seamus Keating as a Director of the Company.	55,801,881	99.71	162,384	0.29	0	96,038,531
12. To re-elect Ian Tyler as a Director of the Company.	52,903,025	97.55	1,327,699	2.45	1,733,541	54,230,724
13. To re-elect William J. Ward as a Director of the Company.	55,801,881	99.71	162,384	0.29	0	55,964,265
14. To re-elect William S. Ward as a Director of the Company.	55,912,320	99.91	51,945	0.09	0	55,964,265
21. To approve the ratification of the 2014 interim dividend and   relating matters.	55,964,265	100.00	0	0.00	0	55,964,265

Notes:

1.    Any proxy appointments giving discretion to the Chairman of the Meeting have been included in the "For" totals above.

2.    A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.

3.    Indicates Special Resolutions requiring a 75% majority to be passed.

4.    As the Company has a controlling shareholder Maskar Investments Ltd and Sapor Business Corp. as defined in the Financial Conduct Authority's Listing Rules, each resolution to elect an independent director (resolutions 7, 10, 13 & 14) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by:

·      the shareholders of the Company as a whole; and

·      the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

5.    The Company's total ordinary shares in issue (total voting rights) as at 12 May 2015 was 116,866,203 ordinary shares of 10 pence each. The total ordinary shares (total voting rights) held by shareholders excluding the controlling shareholders as at 12 May 2015 was 76,791,937 ordinary shares of 10 pence each. Ordinary shareholders are entitled to one vote per ordinary share held. The votes received, including votes withheld, amount to 82% of the total issued share capital.

The full text of the resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company's website www.alnoorhospital.com and on the National Storage Mechanism .

A copy of the special resolutions passed at the Annual General Meeting, have been submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/nsm.

-ends-

For further information please contact:

Victoria Dalby, Capita Company Secretarial Services Ltd

 Company Secretary

[phone]

 

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