REG - FBD Holdings PLC - Result of AGM

FBD HoldingsAnnouncement

09/05/2024 15:30

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RNS Number : 8602N  FBD Holdings PLC  09 May 2024

FBD Holdings plc

9 May 2024

 

Result of Annual General Meeting

 

All of the ordinary and special resolutions proposed at the Annual General
Meeting of FBD Holdings plc held on 9 May 2024 were duly passed by the
requisite majorities on a show of hands at the meeting.

 

The number of shares with voting rights in issue on 9 May 2024 is 40,769,476
(excluding 164,005 Treasury Shares in issue). Details of the numbers of shares
in respect of which valid proxy appointments had been made in advance of the
meeting are set out below. Details of the resolutions are contained in the
2024 Notice of Annual General Meeting which is available on the Company's
website www.fbdgroup.com (http://www.fbdgroup.com) .

 

This announcement will also be made available on the Company's website in the
"Investors" section.

 

 

 No  Matter                                                                           Total Voted excluding withheld  Total For   Against    Withheld
 1   To receive and consider the Report of the Directors and the Financial            29,293,368                      29,293,368  0          0
     Statements for the year ended 31 December 2023

     Percentage                                                                                                       100.000%    0.000%
 2   To declare a dividend on the 14% Non-Cumulative Preference Shares                29,293,368                      29,293,226  142        0

     Percentage                                                                                                       100.000%    0.000%
 3   To declare a dividend on the 8% Non-Cumulative Preference Shares                 29,293,043                      29,292,901  142        325

     Percentage                                                                                                       100.000%    0.000%
 4   To declare a Final Dividend of 100 cent per Ordinary Share                       29,293,368                      29,293,368  0          0

     Percentage                                                                                                       100.000%    0.000%
 5   To receive and consider the Report on Directors Remuneration appearing in the    29,293,368                      29,293,368  0          0
     Financial Statements for the year ended 31 December 2023

     Percentage                                                                                                       100.000%    0.000%
 6a  To re-elect Mary Brennan as Director                                             29,293,368                      29,200,991  92,377     0

     Percentage                                                                                                       99.685%     0.315%
 6b  To re-elect Sylvia Cronin as Director                                            29,293,368                      29,291,668  1,700      0

     Percentage                                                                                                       99.994%     0.006%
 6c  To re-elect Tim Cullinan as Director                                             29,293,368                      29,293,368  0          0

     Percentage                                                                                                       100.000%    0.000%
 6d  To re-elect Liam Herlihy as Director                                             29,293,368                      28,679,585  613,783    0

     Percentage                                                                                                       97.905%     2.095%
 6e  To re-elect Patrick Murphy as Director                                           29,293,368                      29,293,368  0          0

     Percentage                                                                                                       100.000%    0.000%
 6g  To re-elect John O'Dwyer as Director                                             29,293,368                      29,063,354  230,014    0

     Percentage                                                                                                       99.215%     0.785%
 6h  To re-elect Tomás Ó Midheach as Director                                         29,293,368                      29,293,368  0          0
     Percentage                                                                                                       100.000%    0.000%
 6i  To re-elect Richard Pike as Director                                             29,293,368                      29,293,368  0          0
     Percentage                                                                                                       100.000%    0.000%
 6j  To re-elect Jean Sharp as Director                                               29,293,368                      29,200,991  92,377     0
     Percentage                                                                                                       99.685%     0.315%
 6k  To re-elect Kate Tobin as Director                                               29,293,368                      29,293,368  0          0
     Percentage                                                                                                       100.00%     0.000%
 7   To authorise the Directors to fix the remuneration of the Auditors               29,293,368                      29,291,368  2,000      0
     Percentage                                                                                                       99.993%     0.007%
 8   To renew the Directors authority to allot shares                                 29,293,368                      29,174,357  119,011    0
     Percentage                                                                                                       99.594%     0.406%
 9   To approve a limited disapplication of Pre-emption Rights                        29,293,368                      29,287,898  5,470      0

     Percentage                                                                                                       99.981%     0.019%
 10  To approve the Directors' additional authority to issue ordinary shares on a     29,293,368                      28,215,333  1,078,035  0
     non-pre-emptive basis for cash in the case of an acquisition or specified
     capital investment

     Percentage                                                                                                       96.320%     3.680%
 11  To authorise the Company to make market purchase of Own Shares                   29,293,368                      29,292,338  1,030      0

     Percentage                                                                                                       99.996%     0.004%
 12  To set the off-market re-issue price range for the Company's share held in       29,293,368                      29,291,256  2,112      0
     treasury

     Percentage                                                                                                       99.993%     0.007%
 13  To maintain the authority to convene an EGM by 14 Days Notice                    29,293,368                      29,198,444  94,924     0

     Percentage                                                                                                       99.676%     0.324%
 14  To authorise the Directors to delist the ordinary shares from the Official       24,421,076                      24,419,496  1580       0
     List of the Financial Conduct Authority and to remove the ordinary shares from
     trading on the London Stock Exchange plc's Main Market

     Percentage                                                                                                       99.994%     0.006%

 

 

 

 

 

UK Delisting Update

 

Following the passing of the UK Delisting Resolution, the Company will make
applications to the Financial Conduct Authority ("FCA") to cancel the listing
of the Ordinary Shares on its Official List and to trading on the London Stock
Exchange's Main Market for listed securities. It is anticipated that the last
day of dealings of the Company's Ordinary Shares on the London Stock Exchange
will be Friday, 7 June 2024. Cancellation of the listing of the Ordinary
Shares on the Official List of the FCA is expected to take effect at 8:00 am
on Monday, 10 June 2024, being not less than 20 Business Days from the passing
of the UK Delisting Resolution as required by the Listing Rules.  FBD's
primary listing of its ordinary shares on the Main Market of Euronext Dublin
will be unaffected.

 

 

-        A Vote withheld is not a vote in law and is not counted in the
calculation of the proportion of votes "For" or "Against" any resolution.

-        Proxy votes which gave discretion to the Chair of the Annual
General Meeting have been included in the "Votes For" total of the appropriate
resolution.

-        Resolution 6f did not go ahead at the AGM due to the untimely
death of Mr David O'Connor.

 

For Reference

 

 FBD Holdings plc                  Telephone

 Nadine Conlon, Company Secretary  00353 87 3844435

 

About FBD Holdings plc

 

FBD is one of Ireland's largest property and casualty insurers looking after
the insurance needs of farmers, private individuals and business owners.

 

The following details relate to FBD's ordinary shares of €0.60 each which
are publicly traded:

 

 Listing           Euronext Dublin         Financial Conduct Authority
 Listing Category  Primary                 Premium (Equity)
 Trading Venue     Euronext Dublin         London Stock Exchange
 Market            Main Securities Market  Main Market
 ISIN              IE0003290289            IE0003290289
 Ticker            FBD.I or EG7.IR         FBH.L

 

 

FBD Holdings plc, FBD House, Bluebell, Dublin 12

Registered in Dublin, Ireland Registered Number 135882

 

 

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