23 January 2020
COUNTRYSIDE PROPERTIES PLC (THE "COMPANY")
RESULTS OF 2020 ANNUAL GENERAL MEETING
At the Company's fourth Annual General Meeting ("AGM") held earlier today all resolutions put to the meeting were voted on by way of a poll and were passed by the shareholders.
The results of the poll vote for each resolution are as follows:
Resolution |
Votes For |
Votes Against |
Total Votes Cast (excluding votes withheld) |
Votes Withheld |
|
|
No of Shares |
% of shares voted |
No. of Shares |
% of shares voted |
No. of Shares |
% of issued share capital |
No. of Shares |
1. |
To receive and adopt the Company's audited Annual Report for the year ended 30 September 2019 and the reports of the Directors and Auditor thereon. |
412,215,274 |
100.00 |
3,860 |
0.00 |
412,219,134 |
91.60 |
363,168 |
2. |
To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) for the year ended 30 September 2019. |
304,347,476 |
77.97 |
85,971,065 |
22.03 |
390,318,541 |
86.74 |
23,299,095 |
3. |
To approve the Directors' Remuneration Policy |
370,380,362 |
95.69 |
16,667,086 |
4.31 |
387,047,448 |
86.01 |
26,570,188 |
4. |
To declare a final dividend of 10.3 pence per ordinary share for the year ended 30 September 2019. |
412,579,163 |
100.00 |
3,139 |
0.00 |
412,582,302 |
91.68 |
0 |
5. |
To elect Simon Townsend as a Director. |
409,267,344 |
99.20 |
3,313,973 |
0.80 |
412,581,317 |
91.68 |
985 |
6. |
To elect Iain McPherson as a Director |
411,333,352 |
99.70 |
1,247,965 |
0.30 |
412,581,317 |
91.68 |
985 |
7. |
To re-elect David Howell as a Director. |
389,659,488 |
94.44 |
22,922,813 |
5.56 |
412,582,301 |
91.68 |
0 |
8. |
To re-elect Mike Scott as a Director. |
409,045,169 |
99.14 |
3,537,133 |
0.86 |
412,582,302 |
91.68 |
0 |
9, |
To re-elect Douglas Hurt as a Director |
390,446,024 |
94.63 |
22,136,278 |
5.37 |
412,582,302 |
91.68 |
0 |
10. |
To re-elect Amanda Burton as a Director. |
386,833,170 |
93.76 |
25,748,458 |
6.24 |
412,581,628 |
91.68 |
674 |
11. |
To re-elect Baroness Sally Morgan as a Director. |
390,443,899 |
94.63 |
22,137,729 |
5.37 |
412,581,628 |
91.68 |
674 |
12. |
To re-appoint PricewaterhouseCoopers LLP as Auditor of the Company. |
409,175,856 |
99.18 |
3,402,846 |
0.82 |
412,578,702 |
91.68 |
3,599 |
13. |
To authorise the Audit Committee to determine the Auditor's remuneration. |
412,530,707 |
99.99 |
50,745 |
0.01 |
412,581,452 |
91.68 |
850 |
14. |
To authorise the Board to allot or sell shares and grant subscription/ conversion rights over shares. |
410,681,492 |
99.54 |
1,899,564 |
0.46 |
412,581,056 |
91.68 |
1,246 |
15. |
To authorise the Board to allot or sell shares without complying with pre-emption rights. |
412,430,253 |
99.96 |
152,049 |
0.04 |
412,582,302 |
91.68 |
0 |
16. |
To authorise the Company to make market purchases. |
408,045,972 |
98.91 |
4,489,005 |
1.09 |
412,534,977 |
91.67 |
47,324 |
17. |
To authorise the Company to make political donations and incur political expenditure. |
409,806,157 |
99.33 |
2,768,334 |
0.67 |
412,574,491 |
91.68 |
7,811 |
18. |
To allow the Company to hold general meetings, other than an annual general meeting, on not less than 14 clear days' notice. |
404,658,706 |
98.08 |
7,923,596 |
1.92 |
412,582,302 |
91.68 |
0 |
A 'vote withheld' is not a vote under English law and is, therefore, not included in the calculation of votes 'for' and 'against' a resolution. The 'for' vote includes those giving the Chairman discretion.
The total number of voting rights as at voting record date were 450,000,000 shares of £0.01 each.
In accordance with Listing Rule 9.6.2R, copies of the resolutions passed as special business will shortly be available for inspection on the National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.
A copy of the voting results shown above are also available on the Company's website at www.investors.countrysideproperties.com.
Resolution 2 (Remuneration Report)
In relation to the Remuneration Report (Resolution 2), the arrangements for the Executive Directors for 2019/20 have been set to be consistent with Countryside's pay principles and reflect the scale of the Group's operations.
Resolution 2 was passed with a majority of 77.97%, as detailed in the table above. Whilst having consulted with major shareholders prior to finalising the Report, the Board notes that a minority of shareholders have voted against the resolution.
The Committee is committed to keeping all aspects of remuneration under review and has already commenced further engagement with shareholders to better understand their concerns.
We thank those shareholders with whom we have already been in contact for their engagement with us on this matter. We will publish an update on this engagement, in accordance with the UK Corporate Governance Code, within six months of the AGM today.
For further information please contact:
Countryside Properties PLC - +44 (0) 1277 260 000
Iain McPherson - Group Chief Executive
Mike Scott - Group Chief Financial Officer
Victoria Prior - Investor Relations & Strategy Director
Brunswick Group LLP - +44 (0) 20 7404 5959
Nina Coad
Oli Sherwood