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BCA Marketplace PLC (BCA)

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Monday 16 September, 2019

BCA Marketplace PLC

Result of AGM

RNS Number : 4835M
BCA Marketplace PLC
16 September 2019
 

16 September 2019

BCA Marketplace plc

Result of AGM

 

At the Annual General Meeting of BCA Marketplace plc held on Monday 16 September all resolutions put to the meeting were passed by the required majority of shareholders on a poll.

 

The final poll voting figures, incorporating the proxy votes lodged in advance of the meeting, are set out in the table below and are also available on the Company's website at www.bcamarketplaceplc.com.

 

As at the Annual General Meeting the number of ordinary shares in issue (excluding 19,914,446 shares held in treasury), and therefore the total number of voting rights, was 784,341,817.

 

Resolutions

In Favour Votes

%

Against Votes

%

Withheld Votes*

Total no. of shares in respect of which proxies were validly made

1.      To receive the Annual Report and Accounts

361,320,375

99.98%

80,224

0.02%

460,403

361,861,002

2.      To approve the Directors' Remuneration Report

168,168,903

61.07%

107,188,122

38.93%

86,503,977

361,861,002

3.      To approve a final dividend of 6.65 pence per ordinary share

361,861,003

100.00%

0

0.00%

0

361,861,003

4.      To re-elect Avril Palmer-Baunack as a Director

317,277,797

87.92%

43,589,247

12.08%

993,958

361,861,002

5.      To re-elect Tim Lampert as a Director

361,723,904

99.96%

137,099

0.04%

0

361,861,003

6.      To re-elect Stephen Gutteridge as a Director

301,518,137

83.32%

60,342,865

16.68%

0

361,861,002

7.      To re-elect Piet Coelewij as a Director

335,258,965

92.65%

26,602,038

7.35%

0

361,861,003

8.      To re-elect Jon Kamaluddin as a Director

361,165,155

99.81%

695,848

0.19%

0

361,861,003

9.      To re-elect David Lis as a Director

307,075,749

84.91%

54,575,500

15.09%

209,753

361,861,002

10.   To re-appoint Pricewaterhouse

Coopers LLP as Auditor

360,866,994

100.00%

50

0.00%

993,958

361,861,002

11.   To authorise the Directors to fix the Auditor's remuneration

361,861,003

100.00%

0

0.00%

0

361,861,003

12.   To authorise the Directors to allot shares

360,709,254

99.68%

1,151,749

0.32%

0

361,861,003

13.   To disapply statutory pre-emption rights in relation to the allotment of up to 5% of shares

361,861,003

100.00%

0

0.00%

0

361,861,003

14.   To disapply statutory pre-emption rights in relation to the allotment of an additional 5% of shares

348,876,263

96.41%

12,984,739

3.59%

0

361,861,002

15.   To authorise the Company to purchase its own Ordinary Shares

360,608,537

99.69%

1,131,034

0.31%

121,431

361,861,002

16.   To authorise the Company to call general meetings other than Annual General Meetings on not less than 14 clear days' notice

352,919,602

97.53%

8,941,401

2.47%

0

361,861,003

 

* A 'vote withheld' is not a vote in law and is not counted towards the proportion of votes 'for' and 'against' a resolution.

 

As previously announced, the Company is subject to an offer by BBD Bidco Limited to acquire the entire issued and to be issued share capital of the Company (the "Acquisition"). Completion of the Acquisition remains subject to the satisfaction or, if applicable, the waiver of certain conditions set out in the circular (the "Scheme Document") published by the Company on 5th July 2019, including regulatory approvals from the European Commission and the Court sanction of the Scheme.

The Acquisition continues to proceed towards completion and in those circumstances the Remuneration Committee, which notes the shareholder vote on resolution 2, considers that it would be inappropriate at the present time to comment on the shareholder vote on resolution 2. Should the Acquisition lapse in accordance with its terms, the Remuneration Committee will review the position.

Defined terms used but not defined in this announcement have the meanings set out in the Scheme Document.

 

Details of proxy votes lodged in respect of the resolutions can also be found on the Investors section of BCA Marketplace plc's website at www.bcamarketplaceplc.com and in accordance with Listing Rule 9.6.2, copies of all resolutions passed,  other than those concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM

 

 

 

 

Enquiries:

 

Buchanan Communications (Financial PR)       

    

David Rydell/Jamie Hooper/Tilly Abraham

 

Square1 Consulting (Financial PR)       

                    

David Bick

 

 

 

+44 (0)20 7466 5000

 

 

 

+44 (0)20 7929 5599

 

 


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