Company Announcements

WORLDWIDE HEALTHCARE TRUST PLC

 

 

Results of the Annual General Meeting

 

The following resolutions were passed by shareholders on a poll at the Annual General Meeting of the Company held on Wednesday, 9 July 2025. The level of votes received is shown below.

 

 _______________________________________________________________________________________
|Resolutions                |Votes For  |%     |Votes     |%     |Total Votes|Votes     |
|                           |           |      |Against   |      |Cast       |Withheld* |
|___________________________|___________|______|__________|______|___________|__________|
|Ordinary Resolutions                                                                   |
|_______________________________________________________________________________________|
|  1. To receive and        |           |      |          |      |           |          |
|     consider the audited  |           |      |          |      |           |          |
|     accounts and the      |232,684,995|99.95%|122,785   |0.05% |232,807,780|91,481    |
|     Report of the         |           |      |          |      |           |          |
|     Directors for the year|           |      |          |      |           |          |
|_____ended_31_March_2025.__|___________|______|__________|______|___________|__________|
|  1. To approve the payment|           |      |          |      |           |          |
|     of a final dividend of|232,750,414|99.97%|76,149    |0.03% |232,826,563|72,698    |
|     1.7p per ordinary     |           |      |          |      |           |          |
|     share for the year    |           |      |          |      |           |          |
|_____ended_31_March_2025.__|___________|______|__________|______|___________|__________|
|  1. To approve the        |           |      |          |      |           |          |
|     Company's dividend    |           |      |          |      |           |          |
|     policy as set out on  |232,661,325|99.95%|126,643   |0.05% |232,787,968|111,293   |
|     page 29 of the Annual |           |      |          |      |           |          |
|     Report for the year   |           |      |          |      |           |          |
|_____ended_31_March_2025.__|___________|______|__________|______|___________|__________|
|  1. To elect Ms Sian      |229,353,500|98.55%|3,367,485 |1.45% |232,720,985|178,276   |
|     Hansen as a Director  |           |      |          |      |           |          |
|_____of_the_Company._______|___________|______|__________|______|___________|__________|
|  1. To elect Mr William   |229,388,731|98.57%|3,330,635 |1.43% |232,719,366|179,895   |
|     Hemmings as a Director|           |      |          |      |           |          |
|_____of_the_Company._______|___________|______|__________|______|___________|__________|
|  1. To re-elect Mr Doug   |           |      |          |      |           |          |
|     McCutcheon as a       |161,897,328|69.56%|70,835,575|30.44%|232,732,903|166,358   |
|     Director of the       |           |      |          |      |           |          |
|_____Company.______________|___________|______|__________|______|___________|__________|
|  1. To re-elect Mr Sven   |157,850,290|67.85%|74,801,769|32.15%|232,652,059|247,202   |
|     Borho as a Director of|           |      |          |      |           |          |
|_____the_Company.__________|___________|______|__________|______|___________|__________|
|  1. To re-elect Dr Bina   |226,566,723|97.36%|6,143,307 |2.64% |232,710,030|189,231   |
|     Rawal as a Director of|           |      |          |      |           |          |
|_____the_Company.__________|___________|______|__________|______|___________|__________|
|  1. To re-elect Mr Tim    |165,921,723|96.43%|6,140,802 |3.57% |172,062,525|60,836,736|
|     Livett as a Director  |           |      |          |      |           |          |
|_____of_the_Company._______|___________|______|__________|______|___________|__________|
|  1. To re-elect Ms Jo     |226,482,835|97.34%|6,183,404 |2.66% |232,666,239|233,022   |
|     Parfrey as a Director |           |      |          |      |           |          |
|_____of_the_Company._______|___________|______|__________|______|___________|__________|
|  1. To re-appoint         |           |      |          |      |           |          |
|     PricewaterhouseCoopers|           |      |          |      |           |          |
|     LLP as auditor and to |232,402,256|99.90%|221,142   |0.10% |232,623,398|275,863   |
|     authorise the Audit   |           |      |          |      |           |          |
|     Committee to determine|           |      |          |      |           |          |
|_____their_remuneration.___|___________|______|__________|______|___________|__________|
|  1. To approve the        |           |      |          |      |           |          |
|     Directors'            |232,375,599|99.85%|346,670   |0.15% |232,722,269|176,992   |
|     Remuneration Report   |           |      |          |      |           |          |
|     for the year ended 31 |           |      |          |      |           |          |
|_____March_2025.___________|___________|______|__________|______|___________|__________|
|  1. To authorise the      |           |      |          |      |           |          |
|     Directors to allot    |229,486,654|98.57%|3,325,396 |1.43% |232,812,050|87,211    |
|     securities in the     |           |      |          |      |           |          |
|_____Company.______________|___________|______|__________|______|___________|__________|
|Special Resolutions                                                                    |
|_______________________________________________________________________________________|
|  1. To disapply the rights|           |      |          |      |           |          |
|     of pre -emption in    |229,280,601|98.48%|3,536,994 |1.52% |232,817,595|81,666    |
|     relation to the       |           |      |          |      |           |          |
|     allotment of          |           |      |          |      |           |          |
|_____securities.___________|___________|______|__________|______|___________|__________|
|  1. To sell relevant      |           |      |          |      |           |          |
|     shares for cash as if,|           |      |          |      |           |          |
|     immediately before the|229,273,905|98.48%|3,531,040 |1.52% |232,804,945|94,316    |
|     sale such shares are  |           |      |          |      |           |          |
|     held by the Company as|           |      |          |      |           |          |
|_____treasury_shares.______|___________|______|__________|______|___________|__________|
|  1. To authorise the      |           |      |          |      |           |          |
|     Company to make market|228,590,516|98.17%|4,249,718 |1.83% |232,840,234|59,027    |
|     purchases of shares in|           |      |          |      |           |          |
|_____the_Company.__________|___________|______|__________|______|___________|__________|
|  1. That any General      |           |      |          |      |           |          |
|     Meeting of the Company|           |      |          |      |           |          |
|     (other than the Annual|219,935,926|94.48%|12,850,113|5.52% |232,786,039|113,222   |
|     General Meeting) shall|           |      |          |      |           |          |
|     be called by notice of|           |      |          |      |           |          |
|     at least 14 clear     |           |      |          |      |           |          |
|_____days._________________|___________|______|__________|______|___________|__________|

 

* Please note that `Vote withheld' is not a vote in law and is not counted in the calculation of the proportion of votes `For' and `Against `a resolution.

 

Any proxy votes which are at the discretion of the Chair of the Meeting have been included in the "for" total. A vote withheld is not a vote in law and is not counted in the calculations of votes cast by proxy.

 

At the date of the AGM the total number of Ordinary shares of 2.5p each in issue was 464,324,357 (with 137,340,843 shares held in treasury). The total number of voting rights was 464,324,357.

 

The voting figures will shortly also be available on the Company's website at www.worldwidewh.com

 

All of the resolutions proposed at the Annual General Meeting (AGM) were passed. The majority of resolutions passed with votes in favour in excess of 94%. The votes in favour of Resolution 6 to re-elect Doug McCutcheon and Resolution 7 to re-elect Sven Borho as directors of the Company, were 70% and 68% in favour respectively.

 

Where 20% or more of votes have been cast against any shareholder resolution, the Company is required by provision 4 of the UK Corporate Governance Code to explain what action it will take to consult shareholders to understand the reasons behind the result.

 

The Board understands that some shareholders deem Mr McCutcheon to no longer be independent, due to his length of service (12 years) on the Board. Also, that Mr Borho should not be a Director of the Company due to his role as a Managing Partner at OrbiMed Capital LLC, the Company's Portfolio Manager.

 

As stated in this year's Annual Report, in 2022 the Board asked Mr McCutcheon to extend his term for a period of three to five years by taking on the role of Chair. This was in order to oversee the renewal of the Board, including the retirement and replacement of all but one of the Directors, as well as changing the composition and leadership of all of the Board's Committees. Good progress has been made with regard to the Board's evolution. As such, and as previously stated, Mr McCutcheon will be retiring from the Board at the conclusion of the Annual General Meeting to be held in July 2026. The process for appointing his successor is underway and the Company expects to announce the Company's new Chair-elect in the autumn.

 

Mr Borho was appointed a Director of the Company in June 2018. The Board believes that the Company continues to benefit from his extensive knowledge and experience in investment matters. The Board has also taken steps to avoid any potential conflicts of interest. Regular meetings of the independent Directors only are held, Mr Borho does not sit on any of the Board's Committees and he does not receive a fee for serving as a Director.

 

The Board has and will continue to engage with shareholders on these and other matters.

 

 

In accordance with the UK Listing Rules 6.4.2 and 6.4.3, the full text of the resolutions passed has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/ nationalstoragemechanism . All resolutions will additionally be filed at Companies House.

 

 

9 July 2025

 

For further information please contact:

 

Mark Pope   Frostrow Capital LLP - Company Secretary   020 3 008 4913