REG - Card Factory PLC - Result of AGM - Update Statement

Card FactoryAnnouncement

16/12/2024 07:00

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RNS Number : 1936Q  Card Factory PLC  15 December 2024

16 December 2024

Card Factory plc

(the "Company" or "cardfactory")

Update statement on 2024 Annual General Meeting ("AGM")

cardfactory, the UK's leading specialist retailer of greeting cards, gifts and
celebration essentials, reports the outcome of the additional shareholder
consultation following the 2024 AGM.

At the Company's 2024 Annual General Meeting ("AGM"), held on 20 June 2024,
all resolutions were passed with the requisite majority. However, the Company
received more than 20% of votes cast against the resolution to reappoint Paul
Moody, the Company's Chair.

In accordance with Provision 4 of the UK Corporate Governance Code 2018, the
Board sought consultations with the 12 largest institutional shareholders,
holding (in aggregate) 60% of the company's issued share capital. The four
shareholders who engaged in this consultation all reported that they supported
the reappointment of Paul Moody.  Since the AGM, no engagement or explanation
has been received from shareholders who voted against Paul Moody's
reappointment.

The Board understands, from prior shareholder feedback, that the diversity of
the Board may result in votes against the Chair's reappointment. At the time
of reporting the results and publication of the Annual Report and Accounts for
the year to 31 January 2024, the diversity of the Board fell short of the
recommendations in the Listing Rules.

The Board composition now comprises 33% women, including one in the Senior
Independent Director role.

The Board has recently re-assessed the skills and experience of its members
and consider this to be appropriate for the Company's operations and strategic
objectives.  The Board recognise the diversity of its membership, across a
range of criteria (of which gender and ethnicity are part) and does not
consider it to be in the interests of shareholders to recruit an additional
director solely to achieve the 40% recommendation.  The Board will keep all
aspects of experience and diversity under review.

 

Enquiries

 

Card Factory
plc
via Teneo (below)

Darcy Willson-Rymer, Chief Executive Officer

Matthias Seeger, Chief Financial Officer

 

Teneo
 
+44 (0) 207 353 4200

James Macey White / Jo
Blackshaw
     cardfactory@teneo.com (mailto:cardfactory@tulchangroup.com)

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