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RNS Number : 8129I Braemar PLC 09 August 2023
9 August 2023
BRAEMAR PLC
(the "Company")
Results of Annual General Meeting
Braemar Plc (LSE: BMS), a provider of expert investment, chartering, and risk
management advice to the shipping and energy markets, is pleased to announce
that each of the resolutions proposed at its Annual General Meeting held
earlier today were duly passed by means of a poll vote as set out below.
Resolution Votes For % For Votes Against % Against Total Votes Votes Withheld
5 Re-election of Elizabeth Gooch as a director 11,847,481 94.85 642,900 5.15 12,490,381 17,948
6 Re-election of James Gundy as a director 11,517,271 93.14 848,065 6.86 12,365,336 142,993
7 Re-election of Nigel Payne as a director 11,643,278 93.24 843,733 6.76 12,487,011 21,318
8 Re-election of Tris Simmonds as a director 11,519,430 92.24 968,701 7.76 12,488,131 20,198
9 Re-election of Joanne Lake as a director 10,254,210 82.10 2,235,171 17.90 12,489,381 18,948
10 Election of Cat Valentine as a director 12,442,282 99.63 46,390 0.37 12,488,672 19,657
11 Election of Grant Foley as a director 12,126,191 97.08 364,697 2.92 12,490,888 17,441
12 Re-appointment of BDO LLP as auditors 10,709,141 85.70 1,786,854 14.30 12,495,995 12,334
13 Authority to determine the auditor's remuneration 8,180,568 67.12 4,007,564 32.88 12,188,132 320,197
14 Authority to allot share capital 10,938,551 93.80 722,961 6.20 11,661,512 846,817
15 Authority to disapply pre-emption rights* 9,738,976 83.51 1,923,191 16.49 11,662,167 846,162
16 Authority to further disapply pre-emption rights* 9,727,724 83.40 1,935,924 16.60 11,663,648 844,681
17 Authority to purchase own shares* 12,450,454 99.58 52,358 0.42 12,502,812 5,517
18 Authority to call a general meeting (other than the Annual General Meeting) on 12,468,183 99.71 36,473 0.29 12,504,656 3,673
14 clear days' notice*
* Special resolution requiring 75% majority.
Notes:
1. Any proxy appointments which give discretion to the Chair have been
included in the "for" total.
2. The total number of shares in issue is 32,924,877.
3. 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.
4. The meeting was adjourned and the remaining business of the AGM
being resolutions 1 to 4 (inclusive) will be put to vote at a later date,
following the publication of the 2023 annual report and accounts.
UK Corporate Governance Code - statement regarding voting result
The board notes that although Resolution 13 (auditor remuneration) passed with
the requisite majority, it received more than 20% of votes against the board's
recommendation. We thank shareholders for their support and the Board will
look to continue engagement throughout the year. The board encourages an open
and constructive dialogue directly with shareholders and continue to be
willing to engage with any shareholder on any relevant topics should they so
wish.
Nigel Payne, Chairman said:
"I am delighted that all of the board's recommended resolutions were supported
today by our shareholders.
I am especially pleased that resolutions 9 and 13 were supported,
notwithstanding recommended votes against by certain unregulated proxy
shareholder companies, some of whose policies now diverge from recommended FRC
guidance , which the board has followed.
The board's policy remains, wherever possible to not take account of
shareholder voting that has clearly followed that recommended voting by
unregulated proxy shareholders unless there has been direct engagement from
the shareholder with the company".
Availability of documents
In accordance with Listing Rule 9.6.2, full details of the resolutions will be
submitted to the National Storage Mechanism and will shortly be available for
inspection at: National Storage Mechanism | FCA
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
For further information, contact:
Braemar Plc
James Gundy, Group Chief Executive Officer Tel +44 (0) 20 3142 4100
Grant Foley, Group Chief Financial Officer
Rebecca-Joy Wekwete, Company Secretary
Investec Bank plc
Gary Clarence / Harry Hargreaves / Alice King Tel +44 (0) 20 7597 5970
Cenkos Securities plc
Tel +44 (0) 20 7397 8900
Ben Jeynes / Max Gould (Corporate Finance)
Alex Pollen / Leif Powis (Sales)
Buchanan
Charles Ryland / Jamie Hooper / Jack Devoy Tel +44 (0) 20 7466 5000
Notes to Editors:
About Braemar Plc
Braemar provides expert advice in shipping investment, chartering, and risk
management to enable its clients to secure sustainable returns and mitigate
risk in the volatile world of shipping. Our experienced brokers work in tandem
with specialist professionals to form teams tailored to our customers' needs,
and provide an integrated service supported by a collaborative culture.
Braemar joined the Official List of the London Stock Exchange in November 1997
and trades under the symbol BMS. For more information, including our investor
presentation, please visit www.braemar.com (http://www.braemar.com) and
follow Braemar on LinkedIn (https://www.linkedin.com/company/braemar-ltd/) .
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