REG - ASA Intnl. Grp PLC - Result of AGM

ASA InternationalAnnouncement

19/06/2025 14:15

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RNS Number : 6282N  ASA International Group PLC  19 June 2025

ASA International Group plc - Result of 2025 Annual General Meeting

ASA International Group plc (LSE: ASAI), one of the world's largest
international microfinance institutions, today held its 2025 Annual General
Meeting at the offices of Cavendish Capital Markets, 1 Bartholomew Close,
London EC1A 7BL, United Kingdom, at 11.00am UK time.

Each of the resolutions contained in the 2025 Notice of Annual General Meeting
(AGM), with the exception of Resolution 4, was put to the 2025 AGM and voted
on by way of a poll. All were duly approved. As announced on 6 June 2025,
Chris Low resigned as director and Chairman and consequently Resolution 4 was
redundant and therefore withdrawn.

As stated in the Notice of 2025 AGM and under Listing Rule 6.2.8R, a
resolution to elect or re-elect an Independent Director must be passed by both
a majority of the independent shareholders (i.e. shareholders of the Company
who are entitled to vote on the election of Directors and who are not
controlling shareholders) and a majority of all shareholders (including the
majority shareholder). In order to determine this, votes cast by the
independent shareholders were counted separately in respect of the re-
election of Guy Dawson and Hanny Kemna and the election of Sheila M'Mbijjewe
and John Khabbaz and are set out below.

The Board appreciates the support shown by the majority of shareholders for
all the resolutions at today's AGM, although it notes that, in relation to
Resolution 18, just less than 80% approval was received. The Board also notes
that this resolution was successfully adopted at the AGMs in 2024 and 2023 by
votes in excess of 95%. The Board commits to further consultation with
shareholders with a view to providing an update within six months, as required
by the UK Corporate Governance Code.

The total number of votes received on each resolution put to the 2025 AGM was
as follows:

 No.  Resolution                                                                      Votes FOR (a)             %        Votes AGAINST  %       Votes WITHHELD (b)
 1    Receive 2024 Annual Report and Financial Statements                             85,693,961                98.87%   982,697        1.13%   0

 2    Approve Directors' Remuneration Policy                                          76,917,006                88.74%   9,759,652      11.26%  0

 3    Approve Annual Report on Remuneration                                           76,922,601                88.75%   9,754,057      11.25%  0
      Re-elect Chris Low as a Director                                                Resolution withdrawn.

 4
      Elect Rob Keijsers as a Director                                                86,676,410                100.00%  0              0.00%   248

 5
      Re-elect Dirk Brouwer as a Director                                             86,676,410                100.00%  0              0.00%   248

 6
      Re-elect Guy Dawson as a Director                                               All           79,868,763  92.15%   6,807,647      7.85%   248

 7

                                                                                      Independent
      39,801,869                                                                                    85.39%               6,807,647      14.61%  248
      Re-elect Hanny Kemna as a Director                                              All           79,868,763  92.15%   6,807,647      7.85%   248

 8

                                                                                      Independent
      39,801,869                                                                                    85.39%               6,807,647      14.61%  248
      Elect Sheila M'Mbijjewe as a Director                                                         86,676,410  100.00%  0              0.00%   248

 9                                                                                    All

                                                                                      Independent
      46,609,516                                                                                    100.00%              0              0.00%   248

      Elect John Khabbaz as a Director                                                              78,877,256  91.00%   7,799,154      9.00%   248

 10                                                                                   All

                                                                                      Independent
      38,810,362                                                                                    83.27%               7,799,154      16.73%  248

                                                                                      86,676,658                100.00%  0              0.00%   0

 11   Re-appoint Ernst & Young LLP as Auditor
                                                                                      86,676,658                100.00%  0              0.00%   0

 12   Authorise Audit & Risk Committee to approve Auditor remuneration
                                                                                      77,914,108                89.89%   8,762,550      10.11%  0

 13   Authorise Directors to allot shares
                                                                                      86,675,439                100.00%  248            0.00%   971

 14   Authority to disapply pre-emption rights (up to 5% of issued share capital)
      (c)
                                                                                      86,675,687                100.00%  0              0.00%   971

 15   Authority to disapply pre-emption rights in connection with specific
      acquisition/ investment (further 5% of issued share capital) (c)
                                                                                      86,676,410                100.00%  248            0.00%   0

 16   Authority to purchase own shares (c)
      Authority to call General Meetings (except AGMs) by notice of not less than 14  78,891,210                91.02%   7,785,448      8.98%   0

    days (c)
 17
                                                                                      36,855,707                79.07%   9,754,057      20.93%  2

 18   Approval of waiver given by the Takeover Panel regarding Rule 9 of the
      Takeover Code (in the event of a share buyback or a share option exercise
      under the LTIP)

NOTES:

(a) The "For" proxy vote includes those giving the Chairman discretion.

(b) A vote "Withheld" is not a vote in law and is not counted in the
calculation of the proxy votes "For" or "Against" the resolution.

(c) Special resolution.

The total number of ordinary shares in issue on 17 June 2025, the deadline for
casting votes by proxy in advance of the AGM, was 100,000,000 shares. 86.68%
of voting capital, including votes withheld, was instructed in respect of the
resolutions put to the AGM.

The full text of the resolutions can be found in the 2025 Notice of Annual
General Meeting, which is available on the Company's website at
www.asa-international.com/investors/shareholder-information/agm/
(http://www.asa-international.com/investors/shareholder-information/agm/) . In
accordance with the UK Listing Authority's Listing Rule 6.4.2, copies of all
the resolutions passed by the Company's shareholders, other than ordinary
business will be submitted to the National Storage Mechanism and will shortly
be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

Contact Details

ASA International Group plc

Investor Relations

Jonathan Berger
ir@asa-international.com (mailto:ir@asa-international.com)

About ASA International Group plc

ASA International Group plc (LSE: ASAI) is one of the world's largest
international microfinance institutions, with a strong commitment to financial
inclusion and socioeconomic progress. The company provides small, socially
responsible loans to low-income, financially underserved entrepreneurs,
predominantly women, across South Asia, South East Asia, West and East Africa.

Disclaimer

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Group plc and its subsidiaries.

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