For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250508:nRSH9271Ha&default-theme=true
RNS Number : 9271H Harbour Energy PLC 08 May 2025
HARBOUR ENERGY PLC
(the "Company")
Result of Annual General Meeting
The Annual General Meeting ("AGM") of the Company was held today, 8 May 2025,
at 151 Buckingham Palace Road, London SW1W 9SZ at 10:00am. Each of the
resolutions contained in the Notice of Meeting were put to the AGM, voted on
by way of a poll and duly approved.
Following Andy Hopwood stepping down from the Board, Louise Hough has been
appointed as a member of the Nomination Committee.
Poll Results
The total number of votes received on each resolution put to the AGM was as
follows:
No. Resolution Votes FOR (a) % Votes AGAINST % Votes WITHHELD (b)
1 Receive the Annual Report and Accounts 1,189,277,112 99.99 96,243 0.01 392,671
2 Approve the Annual Report on Remuneration 1,028,722,034 86.84 155,955,765 13.16 5,088,227
3 Approve the Directors' Remuneration Policy ** 933,676,438 78.81 250,972,342 21.19 5,117,246
4 Approve the Harbour Energy 2025 Long Term Incentive Plan 949,042,865 80.11 235,607,677 19.89 5,115,484
5 Approve the Harbour Energy Global Employee Share Purchase Plan 1,175,709,330 99.25 8,935,804 0.75 5,120,892
6 Approve the Dividend 1,189,395,396 99.99 83,891 0.01 286,739
7 Re-elect R. Blair Thomas 1,148,396,919 96.55 41,003,612 3.45 365,495
8 Re-elect Linda Z. Cook 1,178,814,929 99.11 10,585,537 0.89 365,560
9 Re-elect Alexander Krane 1,179,704,317 99.18 9,699,575 0.82 362,134
10 Re-elect Simon Henry (c) 1,180,621,711 99.26 8,772,393 0.74 371,922
11 Re-elect Belgacem Chariag (c) 1,175,571,528 98.87 13,472,103 1.13 722,395
12 Re-elect Louise Hough (c) 1,152,176,104 96.87 37,221,033 3.13 368,889
13 Re-elect Alan Ferguson (c) 1,156,536,082 97.24 32,859,194 2.76 370,750
14 Re-elect Margareth Øvrum (c) 1,179,316,572 99.15 10,085,810 0.85 363,644
15 Re-elect Anne L. Stevens (c) 1,149,121,083 96.64 39,942,094 3.36 702,849
16 Elect Dirk Elvermann 1,176,754,947 98.94 12,640,298 1.06 370,781
17 Elect Hans Ulrich-Engel 1,180,067,108 99.22 9,328,198 0.78 370,720
18 Re-appoint Ernst & Young LLP as Auditor 1,188,528,776 99.93 854,809 0.07 382,441
19 Authorise the Audit & Risk Committee to approve Auditor remuneration 1,188,523,756 99.92 901,480 0.08 340,790
20 Authorise the Company to make political donations 1,183,171,470 99.87 1,516,046 0.13 5,078,510
21 Authorise the Directors to allot shares 1,184,316,237 99.57 5,109,084 0.43 340,705
22 Approve the Rule 9 waiver granted by the Panel on Takeovers and Mergers in 474,418,547 92.14 40,474,245 7.86 5,159,208
relation to Buyback authority (d)
23 Approve the increase to the limit on non-executive director fees under the 1,179,944,771 99.20 9,471,821 0.80 349,434
articles of association
24 Authority to disapply pre-emption rights (e) 1,179,493,998 99.56 5,156,979 0.44 5,115,049
25 Authority to disapply pre-emption rights in connection with specific 1,168,451,808 98.63 16,189,223 1.37 5,124,995
acquisition/ investment (e)
26 Authorise the Company to make market purchases (e) 1,178,475,124 99.08 10,910,759 0.92 380,143
27 Authorise the Company to make off-market purchases of own shares from BASF (d) 510,098,687 98.14 9,641,324 1.86 311,989
(e)
28 Authority to call General Meetings by notice of not less than 14 days (e) 1,183,815,451 99.53 5,646,885 0.47 303,690
NOTES:
(a) The "For" proxy vote includes those giving the Chair discretion.
(b) A vote "Withheld" is not a vote in law and is not counted in the
calculation of the proxy votes "For" or "Against" the resolution.
(c) In accordance with UK Listing Rule 6.2.8R, these resolutions were also
passed on a poll of Independent Shareholders (as defined in the Notice of
Meeting).
(d) As required under the City Code on Takeovers and Mergers, this
resolution had to be passed by the Independent Shareholders, therefore none of
the members of the Concert Party (as defined in the Notice of Meeting) voted
on it.
(e) Special resolution.
The total number of ordinary shares in issue on 6 May 2025, the deadline for
casting votes by proxy in advance of the AGM, was 1,440,116,191 shares. 82.62
per cent of voting capital, including votes withheld, was instructed in
respect of the resolutions put to the AGM.
** The Company notes that, while all resolutions were supported, resolution 3,
to approve the Directors' Remuneration Policy, received marginally less than
80% of the votes in favour. The Remuneration Committee carried out a
shareholder consultation exercise in late 2024, prior to finalising the
Policy, and received feedback from shareholders representing over 66% of the
register. The Company will engage further with shareholders over the coming
months in respect of the votes received against this resolution to better
understand this outcome.
In line with the provisions of the 2024 UK Corporate Governance Code, the
Company will provide an update on the views received from shareholders on
these issues and any actions taken in response, within six months. A final
summary of the views heard during consultation will be published within next
year's annual report.
The full text of the resolutions can be found in the Notice of Annual General
Meeting, which is available on the Company's website at www.harbourenergy.com
(http://www.harbourenergy.com)
In accordance with the Financial Conduct Authority's UK Listing Rule 6.4.2R,
copies of all the resolutions passed by the Company's shareholders, other than
ordinary business, will be submitted to the National Storage Mechanism and
will shortly be available for inspection at
https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism
(https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism)
Enquiries
Rachel Rickard, Company
Secretary
Tel: +44 (0)20 7730 1111
Elizabeth Brooks, SVP Investor Relations
Tel: +44 (0)20 7824 1116
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END RAGUWVARVNUVRAR