REG - Funding Circle Hldgs - Result of AGM & Directorate Change
20 May 2020
Funding Circle Holdings plc
Poll Results of 2020 Annual General Meeting and Directorate Change (Chief Financial Officer)
Following its Annual General Meeting ("AGM") held today, Funding Circle Holdings plc (the "Company") announces that all resolutions proposed to shareholders as set out in the Notice of AGM were carried by the requisite majority on a poll. Resolutions 1 to 15 and 20 were passed as ordinary resolutions and resolutions 16 to 19 were passed as special resolutions. The table set out below shows the votes cast on each resolution.
The Company also confirms that Sean Glithero stepped down from the Board with effect from today's AGM. As announced on 27 January 2020, Sean will be succeeded by Oliver White who is expected to join the Company in June. Sean will work closely with Oliver to ensure an orderly transition of responsibilities.
Resolution
Votes for
% of votes cast
Votes against
% of votes cast
Total votes
% of issued share capital voted
Votes withheld
1.
To receive the Annual Report and Accounts for the Company for the year ended 31 December 2019
250,610,103
99.99
14,330
0.01
250,624,433
71.78
113,540
2.
To approve the Directors' Remuneration Report for the Company for the year ended 31 December 2019
250,701,355
99.99
34,346
0.01
250,735,701
71.81
2,272
3.
To reappoint PricewaterhouseCoopers LLP as auditors of the Company
250,731,808
100.00
3,894
0.00
250,735,702
71.81
2,272
4.
To authorise the Board to fix the remuneration of the auditors
250,701,872
99.99
31,287
0.01
250,733,159
71.81
4,815
5.
To re-elect Eric Daniels as a Director
245,492,585
97.91
5,238,412
2.09
250,730,997
71.81
6,976
6.
To re-elect Samir Desai as a Director
250,641,267
99.96
93,231
0.04
250,734,498
71.81
3,476
7.
To re-elect Geeta Gopalan as a Director
250,692,897
99.98
38,100
0.02
250,730,997
71.81
6,976
8.
To re-elect Catherine Keers as a Director
250,692,897
99.98
38,100
0.02
250,730,997
71.81
6,976
9.
To re-elect Andrew Learoyd as a Director
247,048,615
98.53
3,682,382
1.47
250,730,997
71.81
6,976
10.
To re-elect Hendrik Nelis as a Director
247,678,996
98.78
3,052,001
1.22
250,730,997
71.81
6,976
11.
To re-elect Robert Steel as a Director
247,678,996
98.78
3,052,001
1.22
250,730,997
71.81
6,976
12.
To re-elect Neil Rimer as a Director
247,678,996
98.78
3,052,001
1.22
250,730,997
71.81
6,976
13.
To re-elect Edward Wray as a Director
245,492,889
97.91
5,238,108
2.09
250,730,997
71.81
6,976
14.
To approve the Funding Circle Holdings plc Share Incentive Plan
250,727,710
100.00
7,992
0.00
250,735,702
71.81
2,272
15.
To authorise the Directors to allot shares
244,318,790
97.44
6,415,708
2.56
250,734,498
71.81
3,476
16.
To disapply pre-emption rights*
250,720,871
99.99
13,356
0.01
250,734,227
71.81
3,747
17.
To further disapply pre-emption rights in connection with an acquisition or specified capital investment*
250,712,844
99.99
22,586
0.01
250,735,430
71.81
2,543
18.
To authorise the Company to purchase its own shares*
250,688,189
99.99
19,803
0.01
250,707,992
71.80
29,981
19.
To authorise the Company to call general meetings (other than an annual general meeting) on not less than 14 clear days' notice*
249,986,028
99.70
748,199
0.30
250,734,227
71.81
3,747
20.
To authorise the Company to make political donations
250,701,177
99.99
16,308
0.01
250,717,485
71.81
20,489
Other
1. * indicates a Special Resolution requiring 75% of votes cast to be carried.
2. Votes "For" and "Against" are expressed as a percentage of votes cast.
3. Votes "For" include discretionary votes.
4. A "Vote withheld" is not a vote in law and is therefore not counted in the calculation of the votes "For" or "Against" a resolution.
5. Equiniti, the Company's registrar, acted as scrutineer of the poll on all resolutions.
6. To view the full wording of the resolutions, please refer to the Notice of 2020 Annual General Meeting on the Company's website.
7. In accordance with Listing Rule 9.6.2, copies of all the resolutions passed other than resolutions concerning ordinary business will shortly be available for inspection on the National Storage Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
8. On Monday 18 May 2020, the total number of issued ordinary shares of £0.001 each entitling the holders to attend and vote on all the resolutions at the AGM was 349,162,089.
For and on behalf of
Funding Circle Holdings plc
Lucy Vernall
Company Secretary
Media Enquiries:
Funding Circle
press@fundingcircle.com (020 3667 2245)
Headland
Mike Smith (020 3805 4822)
Stephen Malthouse (020 3805 4822)
About Funding Circle:
Funding Circle (LSE: FCH) is a global SME loans platform, connecting SMEs who want to borrow with investors and lenders in the UK, US, Germany and the Netherlands. Since launching in 2010, investors and lenders across Funding Circle's geographies - including retail investors, banks, specialty finance companies, asset management companies, insurance companies, government-backed entities and funds - have lent more than £8.5 billion to 80,000 businesses globally.
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