1 May 2020
CAPITAL & COUNTIES PROPERTIES PLC (the "Company" or "Capco")
RESULTS OF THE 2020 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company's 2020 Annual General Meeting held on 1 May 2020 are as follows:
|
Resolutions |
For: |
% |
Against: |
% |
Total votes cast: |
% of issued share capital |
Withheld: |
|
1. To receive the accounts and reports of the Directors and the Auditors for the year ended 31 December 2019 |
699,785,368
|
99.68% |
2,216,487 |
0.32%
|
702,001,855
|
82.75% |
1,032,722 |
|
2. To declare a final dividend of 1 pence per ordinary share |
701,745,228 |
99.88% |
846,067 |
0.12% |
702,591,295 |
82.82% |
443,283 |
|
3. To re-elect Henry Staunton as a Director |
671,762,992 |
95.77% |
29,642,250 |
4.23% |
701,405,242 |
82.68% |
1,629,335 |
|
4. To re-elect Ian Hawksworth as a Director |
688,637,936 |
98.01% |
13,952,307 |
1.99% |
702,590,243 |
82.82% |
444,335 |
|
5. To re-elect Situl Jobanputra as a Director |
696,527,479 |
99.14% |
6,062,764 |
0.86% |
702,590,243 |
82.82% |
444,335 |
|
6. To elect Michelle McGrath as a Director |
693,979,575 |
98.77% |
8,610,920 |
1.23% |
702,590,495 |
82.82% |
444,083 |
|
7. To re-elect Charlotte Boyle as a Director |
508,311,218 |
72.35% |
194,279,276 |
27.65% |
702,590,494 |
82.82% |
444,083 |
|
8. To re-elect Jonathan Lane as a Director |
701,692,235 |
99.87% |
898,250 |
0.13% |
702,590,485 |
82.82% |
444,093 |
|
9. To re-elect Anthony Steains as a Director |
650,534,290 |
92.59% |
52,056,195 |
7.41% |
702,590,485 |
82.82% |
444,093 |
|
10. To re-appoint PricewaterhouseCoopers LLP as Auditors |
619,543,526
|
88.18% |
83,041,994 |
11.82% |
702,585,520 |
82.82% |
449,057 |
|
11. To authorise the Directors to determine the Auditors' remuneration |
617,648,780 |
87.91% |
84,941,213 |
12.09% |
702,589,993 |
82.82% |
444,584 |
|
12. To approve the Directors' Remuneration Policy |
491,278,465 |
70.41% |
206,419,016 |
29.59% |
697,697,481 |
82.24% |
5,337,096 |
|
13. To approve the Directors' Remuneration Report for the year ended 31 December 2019 (other than the Directors' Remuneration Policy) |
226,020,219 |
32.17% |
476,556,594 |
67.83% |
702,576,813 |
82.82% |
457,764 |
|
14. To authorise the Directors to offer newly issued shares instead of cash in respect of any dividends declared |
688,621,719 |
98.01% |
13,967,924 |
1.99% |
702,589,643 |
82.82% |
444,935 |
|
15. To authorise the Directors to allot the unissued share capital up to a specified amount (s.551) (Companies Act 2006) |
613,822,099 |
87.37% |
88,708,583 |
12.63% |
702,530,682 |
82.81% |
503,896 |
|
16. Special Resolution: To disapply pre-emption provisions of s.561(1) of the Companies Act 2006 up to a specified amount |
564,001,614 |
80.33% |
138,072,758 |
19.67% |
702,074,372 |
82.76% |
960,206 |
|
17. Special Resolution: To authorise the Company to purchase its own shares |
688,677,180 |
98.11% |
13,271,926 |
1.89% |
701,949,106 |
82.74% |
1,085,471 |
|
18. Special Resolution: To allow General Meetings (other than AGMs) to be held on 14 clear days' notice |
652,474,007 |
92.87% |
50,057,177 |
7.13% |
702,531,184 |
82.81% |
503,214 |
Notes:
1. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.
2. A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes for or against a resolution.
3. Total voting rights of shares in issue: 848,359,508. Every shareholder has one vote for every ordinary share held.
As announced on 26 February 2020, Gerry Murphy and Andrew Strang stepped down from the Board at the conclusion of the Annual General Meeting.
The Board notes that there was a significant vote against resolutions 7 and 12 and the advisory vote in respect of resolution 13 at the Annual General Meeting. Given 2019 was a year of transition, positioning Capco as a strongly capitalised prime central London focused REIT, the Board is disappointed but understands these results. The Remuneration Committee will continue to engage with shareholders to ensure views are fully understood. The Company will publish an update on shareholder engagement within six months of the Annual General Meeting.
In accordance with paragraph 9.6.2 of the Listing Rules, copies of the resolutions passed at the meeting, other than resolutions concerning ordinary business, have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Enquiries:
Leigh McCaveny
Acting Company Secretary
Telephone +44 20 3214 9170
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