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REG - Alfa Financial Soft - Result of the 2024 AGM

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RNS Number : 8847M  Alfa Financial Software Hldgs PLC  01 May 2024

1 May 2024

Alfa Financial Software Holdings PLC

Result of the 2024 AGM

Alfa Financial Software Holdings PLC (the "Company" or "Alfa") announces the
results of voting on its resolutions at its Annual General Meeting, which was
held on 1 May 2024.

All resolutions, as set out in the Notice of Meeting, were voted by way of a
poll and were passed.

The votes cast for resolutions 5, 6, 7 and 11 relating to the election of the
independent Directors were duly passed by both a majority of the votes cast by
the independent shareholders as well as by a majority of votes cast by all
shareholders. These votes have been calculated separately and are shown below.

                                                                               For                                        Against                        Total votes cast  Vote withheld
 Resolution                                                                    No. of votes              % of votes cast  No. of votes  % of votes cast  No. of votes      No. of votes
 1. To receive and adopt the Annual Report including the audited financial     279,792,144               100              1,476         0.00             279,793,620       18,097
 statements for the year ending 31 December 2023
 2. To approve the Directors' Remuneration Policy                              279,750,241               99.98            61,476        0.02             279,811,717       0
 3. To approve the Directors' Remuneration Report                              279,750,241               99.98            61,476        0.02             279,811,717       0
 4. To declare a final dividend of 1.3 pence per ordinary share                279,810,241               100              1,476         0.00             279,811,717       0
 5. To re-elect Steve Breach as a Director                                     All          278,866,493  99.66            945,224       0.34             279,811,717       0
                                                                               Independent  102,960,844  99.09            945,224       0.91             103,906,068       0

 6. To re-elect Adrian Chamberlain as a Director                               All          278,866,493  99.66            945,224       0.34             279,811,717       0

                                                                               Independent  102,960,844  99.09            945,224       0.91             103,906,068       0

 7. To re-elect Charlotte de Metz as a Director                                All          278,862,902  99.66            948,815       0.34             279,811,717       0
                                                                               Independent  102,957,253  99.09            948,815       0.91             103,906,068       0

 8. To re-elect Andrew Denton as a Director                                    279,594,581               99.92            217,136       0.08             279,811,717       0
 9. To re-elect Duncan Magrath as a Director                                   279,582,533               99.92            229,184       0.08             279,811,717       0
 10. To re-elect Andrew Page as a Director                                     276,444,920               98.80            3,366,797     1.20             279,811,717       0
 11. To re-elect Chris Sullivan as a Director                                  All          248,569,526  90.54            25,966,362    9.46             274,535,888       5,275,829
                                                                               Independent  72,663,877   73.67            25,966,362    26.33            98,630,239        5,275,829
 12. To re-elect Matthew White as a Director                                   279,590,850               99.92            220,867       0.08             279,811,717       0
 13. To re-appoint RSM UK Audit LLP as auditor of the Company                  279,810,241               100.00           1,476         0.00             279,811,717       0
 14. To authorise the Audit and Risk Committee to determine the auditor's      279,810,241               100.00           1,476         0.00             279,811,717       0
 remuneration
 15. To authorise the Company to make political donations                      278,915,509               99.68            896,208       0.32             279,811,717       0
 16. To authorise the Directors to allot ordinary shares                       279,507,531               99.89            303,336       0.11             279,810,867       850
 17. Authority to disapply statutory pre-emption rights                        278,944,672               99.69            860,079       0.31             279,804,751       6,966

 18.  Additional authority to disapply statutory pre-emption rights            278,944,672               99.69            860,079       0.31             279,804,751       6,966

 19. To authorise the Company to purchase its own shares                       277,781,520               99.30            1,965,112     0.70             279,746,632       65,085

 20. Authority to call a general meeting (other than an AGM) on not less than  278,510,985               99.54            1,300,732     0.46             279,811,717       0
 14 clear days' notice

 

The Board notes that resolution 11 (re-election of Chris Sullivan) was passed
by 90.54% of the total votes cast, but with less than 80% of Independent
Shareholders voting in favour. The Board will consult with independent
shareholders who did not vote in favour to understand any concerns.

 

Notes:

1.    Any proxy arrangement which gave discretion to the Chairman has been
included in the "for" totals.

2.    A "Vote withheld" is not a vote in law and is not counted in the
calculation of the percentage of shares voted "For" or "Against" any
resolution.

3.    The number of shares in issue at close of business on 30 April 2024
was 300,000,000 (the "Share Capital"). On this date as at close of business,
the Company holds 4,775,119 shares in treasury. Therefore, the total number of
ordinary shares with voting rights was 295,224,881.

 

A copy of the resolutions passed at the AGM concerning items other than
ordinary business will be submitted to the National Storage Mechanism and be
available shortly for inspection.

 

 For further information:

 Alfa Financial Software Holdings PLC     +44 (0)20 7588 1800

 Charlotte Caulfield, Company Secretary

 LEI Number: 213800C5UOZHUTNUGA28

 

 Notes to Editors

Alfa has been delivering software systems and services to the global asset and
automotive finance industry since 1990.  Our agile methodologies and
specialised knowledge of asset and automotive finance enables the delivery of
large software implementations and highly complex business change projects.
With an excellent delivery track record now into its fourth decade, Alfa's
experience and performance is unrivalled in the industry.

 

Alfa Systems, our class-leading technology platform, is at the heart of some
of the world's largest asset and automotive finance companies. Alfa Systems
supports both retail and corporate business for auto, equipment, wholesale and
dealer finance on a multijurisdictional basis, including leases/loans,
originations and servicing. A cloud-native, end-to-end solution with
integrated workflow and automated processing using business rules, Alfa
Systems provides compelling solutions to asset finance companies.

 

Alfa Systems is currently live in 37 countries.  Alfa has offices in Europe,
Australasia and North America.  For more information,
visit www.alfasystems.com (http://www.alfasystems.com/) .

 

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