National Storage Mechanism | Additional information
RNS Number : 2566N
RDI REIT PLC
28 January 2021
 

RDI REIT P.L.C.

("RDI" or the "Company")

(Registered number 010534V)

LSE share code: RDI

JSE share code: RPL

ISIN: IM00BH3JLY32

LEI: 2138006NHZUMMRYQ1745

Annual General Meeting Voting Results and Changes to the Board

RDI, the income-focused UK-REIT, announces that, at the Annual General Meeting ("AGM") held today, all of the proposed resolutions set out below were passed by the requisite majority, on votes conducted by way of a poll.

 

The results of voting on the resolutions, which are set out in the Notice of the AGM, were as follows: -

 

Ordinary Resolution

For

%

Against

%

Withheld

1

To receive and adopt the Annual Report and audited financial statements for the year ended 31 August 2020

276,791,949

99.97%

79,607

0.03%

1,174,399








2

To approve the Annual Report on Remuneration for the year ended 31 August 2020

272,084,877

98.20%

4,976,692

1.80%

984,386








3

To re-elect GR Tipper as a Director

219,373,960

83.69%

42,739,088

16.31%

15,932,907








4

To re-elect SE Ford as an Independent Director 

276,694,670

99.87%

353,326

0.13%

997,959








5

To re-elect EA Peace as an Independent Director

276,843,872

99.93%

204,124

0.07%

997,959








6

To elect M Parrott as a Director

270,025,917

98.08%

5,294,429

1.92%

2,725,609








7

To elect SJ Oakenfull as a Director

276,588,242

99.83%

459,754

0.17%

997,959








8

To re-elect DA Grant as a Director

276,567,409

99.83%

480,583

0.17%

997,963








9

To appoint KPMG LLP as the Company's Independent Auditor

272,404,596

98.32%

4,652,784

1.68%

988,575








10

To authorise the Audit and Risk Committee to determine the remuneration of the Independent Auditor

276,857,149

99.93%

187,371

0.07%

1,001,435








11

To authorise the Directors to allot Ordinary Shares up to the limit contained in the Notice of the AGM

226,053,756

81.59%

51,019,129

18.41%

973,070








Special Resolutions






12

To authorise the Directors to dis-apply pre-emption rights up to the limit stated in the Notice of AGM

218,388,469

78.82%

58,685,746

21.18%

971,740








13

To authorise the Directors to dis-apply pre-emption rights in connection with a Specified Investment up to the limit set out in the Notice of the AGM

218,528,499

78.87%

58,545,716

21.13%

971,740








14

To authorise the Directors to make market purchases of Ordinary Shares up to the limit set out in the Notice of the AGM

271,063,877

97.85%

5,944,590

2.15%

1,037,488








15

To amend the Articles of Association of the Company

274,037,438

99.67%

910,127

0.33%

3,098,390

It should be noted that a vote withheld is not a vote in law and is not counted towards votes cast "For" or "Against" a resolution.

The Company's total issued share capital as at 28 January 2021 is 380,590,061 ordinary shares of 40 pence each the ("ISC").

The total number of votes cast at the AGM was 278,045,955 equating to 73.1 % of the ISC. 

It has been noted that 16.31 % of votes were registered against the re-election of Gavin Tipper, the Chairman of RDI.  The Company is aware of shareholder concerns regarding Mr Tipper's tenure, and a succession plan was set out in the Annual Report, advising that Mr Tipper would be stepping down at the next AGM in 2022.

 

It was further noted that a number of shareholders on the JSE register, as in previous years, voted against Resolutions 11, 12 and 13.  Following shareholder engagements, the directors' authority to issue shares was reduced from 66% in 2017, to 10% in 2020.  This level of authority is below the standard UK guidelines, and the Board is of the view that it provides important flexibility to the Company.  Management will continue to liaise with shareholders regarding these resolutions and an update will be provided, in accordance with the UK Corporate Governance Code, within six months of the AGM. 

 

Board Changes

 

Michael Farrow retired as a director of RDI at the conclusion of the Annual General Meeting. We offer our thanks to Michael for the considerable contribution he made during his nine-year tenure.  Following Michael's retirement, Sue Ford has been appointed as the Senior Independent Director and Liz Peace, having the requisite experience, will assume the Chair of the Remuneration Committee. 

 

In accordance with LR 9.6.2 R of the Listing Rules of the UKLA, copies of all resolutions passed by the Company, other than resolutions concerning ordinary business, have been submitted to the UK's National Storage Mechanism and will shortly be available for inspection at:  https://data.fca.org.uk/#/nsm/nationalstoragemechanism and can also be viewed on the Company's website, www.rdireit.com.

 

For further information:

 

RDI REIT P.L.C.


Stephen Oakenfull, Donald Grant

Tel: +44 (0) 20 7811 0100

FTI Consulting


UK Public Relations Adviser


Dido Laurimore, Claire Turvey

rdireit@fticonsulting.com

Tel: +44 (0) 20 3727 1000

Instinctif Partners


SA Public Relations Adviser


Frederic Cornet

RDI@instinctif.com

Tel: +27 (0) 11 447 3030

JSE Sponsor


Java Capital

Tel: + 27 (0) 11 722 3050

 

Note to editors:

 

About RDI

 

RDI is an income focused UK Real Estate Investment Trust (UK-REIT) with a diversified portfolio invested principally in the UK. The investment approach is driven by an in depth understanding of occupational demand including the impact of technology, transport and infrastructure investment. The portfolio has been repositioned in recent years to increase its weighting to London and the South East, and to provide greater exposure to our leading hotel and serviced office operating platforms. 

 

RDI is committed to delivering attractive income led total returns across the real estate cycle. The current strategic objectives of a lower leverage capital structure and more focused allocation of capital are targeted at delivering an industry leading and sustainable income return.

 

RDI holds a primary listing on the London Stock Exchange and a secondary listing on the JSE. The Company is included within the EPRA, GPR, JSE All Property and JSE Tradeable Property indices.

For more information on RDI, please refer to the Company's website www.rdireit.com

 

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