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RNS Number : 9785M Chill Brands Group PLC 19 September 2023
19 September 2023
Chill Brands Group plc
("Chill Brands" or the "Company")
Result of AGM
Chill Brands Group plc (LON:CHLL) (OTCQB:CHBRF), the consumer packaged-goods
distribution company, announces that at the Company's Annual General Meeting
("AGM"), held earlier today, all resolutions were duly passed. Each of the
resolutions put to the AGM was voted on by way of a poll.
The votes were cast as follows for the resolutions proposed at the meeting:
Resolution For Against Withheld Total votes cast
* indicates special resolution No. of votes % No. of votes %
1. To receive and consider the Company's audited accounts for the year ended 78,747,917 99.94 1,425 0.00 46,321 78,795,663
31 March 2023 and
reports on those accounts.
2. To approve the directors' remuneration report (excluding the directors' 78,693,137 99.87 37,278 0.05 65,248 78,795,663
remuneration policy).
3. To approve the directors' remuneration policy. 78,667,131 99.84 63,284 0.08 65,248 78,795,663
4. To re-appoint PKF Littlejohn LLP as the Company's auditors. 78,694,943 99.87 625 0.00 100,095 78,795,663
5. To authorise the directors to determine the remuneration of the auditors. 78,684,167 99.86 11,401 0.01 100,095 78,795,663
6. To approve the rules of the Chill Brands Group EMI Share Option Plan. 78,619,887 99.78 62,231 0.08 113,545 78,795,663
7. To approve the alteration to the Chill Brands Group plc Long Term 78,610,675 99.77 81,443 0.10 103,545 78,795,663
Incentive Plan.
8. To authorise the directors to allot shares and grant rights in respect of 78,718,757 99.90 56,823 0.07 20,083 78,795,663
shares.
9.* To empower the directors to allot equity securities without statutory 78,219,022 99.27 474,096 0.60 102,545 78,795,663
pre-emption rights in
connection with an offer to Shareholders and otherwise up to an amount
representing approx. 30% of the issued share capital.
10.* To empower the directors to grant the right to convert 20,000,000 12% 78,595,913 99.75 179,667 0.23 20,083 78,795,663
Convertible Loan Notes into 20,000,000 Ordinary Shares.
11.* To empower the directors to allot equity securities without statutory 78,619,022 99.78 74,096 0.09 102,545 78,795,663
pre-emption rights for the purposes of the Chill Brands Group plc Long Term
Incentive Plan or granting options under the Chill Brands Group EMI Share
Option Plan up to an amount representing approx. 10% of the issued share
capital.
12.* To empower the directors to allot equity securities without statutory 78,619,022 99.78 74,096 0.09 102,545 78,795,663
pre-emption rights for the
purposes of financing (or refinancing) certain transactions up to an amount
representing approx.
10% of the issued share capital.
13.* To authorise a general meeting of the Company, other than an annual 78,746,243 99.74 31,787 0.04 17,633 78,795,663
general meeting, to be
called on not less than 14 clear days' notice.
Notes
1. All resolutions proposed were passed.
2. Proxy appointments which gave discretion to the Chairman of the AGM
have been included in the "For" total for the appropriate resolution.
3. Votes "For" and "Against" any resolution are expressed as a
percentage of votes validly cast for that resolution.
4. 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 nor in the calculation of the proportion of "Total Votes Cast" for
any resolution.
5. The full text of the resolutions passed at the AGM and to be proposed
at the adjourned meeting can be found in the Notice of AGM which is available
on the Company's website at www.chillbrandsgroup.com .
6. For further information on the arrangements regarding attendance at
the adjourned meeting and proxies for the adjourned meeting, please refer to
the notes to the Notice of AGM and the related proxy form which are available
on the Company's website at www.chillbrandsgroup.com.
- Ends -
About Chill Brands Group
Chill Brands Group plc (LSE: CHLL, OTCQB: CHBRF) is an international company
concerned with the development, production, and distribution of best-in-class
hemp-derived CBD products, tobacco alternatives and other consumer packaged
goods (CPG) products. The Company operates primarily in the US, where its
products are distributed online and via some of the nation's most recognisable
convenience retail outlets. The Group's strategy is anchored around lifestyle
marketing that is designed to enhance the popularity of its products,
channelling visitors to its landmark chill.com website.
Publication on website
A copy of this announcement is also available on the Group's website at:
http://www.chillbrandsgroup.com (http://www.chillbrandsgroup.com/)
Media enquiries:
Chill Brands Group plc
contact@chillbrandsgroup.com
Allenby Capital Limited (Financial Adviser and Broker) +44 (0) 20 3328 5656
Nick Harriss/Nick Naylor/Lauren Wright (Corporate Finance)
Kelly Gardiner (Equity Sales)
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