Simplification of dual share class structure

RNS Number : 2728J
Schroders PLC
26 April 2022
 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

 

26 April 2022

 

Proposals to simplify the Company's dual share class structure through enfranchisement

 

The Board of Schroders plc ("Schroders" or the "Company") is today announcing proposals which would lead to the enfranchisement of the Non-voting Ordinary Shares ("Non-voting Shares"). This will enable all shareholders, who share the same economic rewards and risks, to have the same voting rights. It will also increase the liquidity of the shares.

 

Under the enfranchisement, each Non-voting Share will be converted into one Ordinary Share and all such re-designated shares will have the same rights as the existing Ordinary Shares, including full voting rights. Under the proposed terms of the enfranchisement, holders of Ordinary Shares will receive a bonus issue of three additional Ordinary Shares for every 17 Ordinary Shares held on a record date to be determined in order to compensate them for the dilution of their voting rights. The Board believes these terms are fair for both classes of shareholders and reflect the longer term discount between the Non-voting Shares and the Ordinary Shares.

 

Shareholders of both classes of shares will be required to vote separately on the proposals. Further details of the proposals, including resolutions relating to the enfranchisement, will be set out in a shareholder circular to be published ahead of a General Meeting, to be held in due course, and will require approval of 75% of votes cast by each class of shareholders.

 

The Principal Shareholder Group ("PSG"), comprising the Schroder family interests, holds approximately 47.93% of the Ordinary Shares and 20.44% of the Non-voting Shares. Members of the PSG have indicated their intention to support the proposals. Together with other Non-voting shareholders who have been consulted, holders of over 40% of the Non-voting Shares have indicated their intention to support the proposals.

 

Following the enfranchisement, the PSG's shareholding of Ordinary Shares will be approximately 43.11%.

 

Michael Dobson, Chairman of Schroders, commented:

 

"The Board believes it is right to enfranchise the Non-voting Shares and that these proposals are in the best interests of all shareholders. In undertaking this important step for Schroders, we are pleased to have an indication from shareholders representing over 47% of the Ordinary Shares and over 40% of the Non-voting Shares that they intend to support the proposals."

 

Further information will be announced on publication of the shareholder circular in due course. Completion of the enfranchisement proposal is subject to various conditions including shareholder approval as described above and any necessary regulatory and other approvals.

 

Enquiries

 

Investors




Simonetta Harding

Investor Relations

Tel: +44 (0)20 7658 3442 

Simonetta.Harding@Schroders.com





Press




Estelle Bibby

Head of Media Relations

Tel: +44 (0)20 7658 3431

Estelle.Bibby@Schroders.com

Brunswick 


Tel: +44 (0)20 7404 5959

Schroders@Brunswickgroup.com

 

 

The person responsible for arranging for the release of this announcement is Graham Staples, Company Secretary.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
MSCGZGZDNKZGZZM

Companies

Schroders (SDR)
UK 100

Latest directors dealings