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RNS Number : 5861E Nostrum Oil & Gas PLC 30 June 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF THAT JURISDICTION
London, 30 June 2023
Results of Annual General Meeting
Following today's Annual General Meeting ("AGM"), convened by the Notice of
AGM dated 6 June 2023, Nostrum Oil & Gas PLC ("Nostrum", or the
"Company"), an independent oil and gas company engaging in the production,
development and exploration of oil and gas in the pre-Caspian Basin, announces
the results of the poll for each resolution set out in the Notice of AGM. The
results of the poll for each resolution were as follows:
NO RESOLUTION VOTES FOR % VOTES AGAINST % VOTES TOTAL % of ISSUED SHARE CAPITAL VOTED VOTES WITHHELD
1. To receive the Company's Annual Report and Accounts for the year ended 31 79,446,736 97.16 2,323,125 2.84 81,769,861 48.28 1,300
December 2022.
2. To approve the Directors' Remuneration Report, other than the part containing 68,102,538 83.28 13,668,623 16.72 81,771,161 48.28 0
the Directors' Remuneration Policy, in the form set out in the Company's
Annual Report and Accounts for the year ended 31 December 2022.
3. To approve a new remuneration policy and to authorise the Remuneration 65,661,825 80.30 16,109,336 19.70 81,771,161 48.28 0
Committee to do all acts and things it may consider necessary or desirable in
connection with the same.
4. To reappoint Mr Khan as a Director. 79,446,682 97.16 2,324,479 2.84 81,771,161 48.28 0
5. To appoint Mr Whyte as a director 68,102,592 83.28 13,668,569 16.72 81,771,161 48.28 0
6. To appoint Mr Cox as a director 68,102,592 83.28 13,668,569 16.72 81,771,161 48.28 0
7. To appoint Mr Hopkinson as a director 68,102,592 83.28 13,668,569 16.72 81,771,161 48.28 0
8. To appoint Ms Paulus as a director 79,446,682 97.16 2,324,479 2.84 81,771,161 48.28 0
9. To appoint Mr Gudgeon as a director 68,102,592 83.28 13,668,569 16.72 81,771,161 48.28 0
10. To appoint MacIntyre Hudson LLP as Auditor of the Company. 68,102,538 83.29 13,667,323 16.71 81,769,861 48.28 1,300
11. To authorise the Directors to determine the Auditor's remuneration on the 79,446,682 97.16 2,323,179 2.84 81,769,861 48.28 1,300
recommendation of the Audit Committee.
12. To authorise the Directors to allot Ordinary Shares.* Not applicable - Not applicable - Not applicable - Not applicable
13. To disapply preemption rights generally.* Not applicable - Not applicable - Not applicable - Not applicable
14. To disapply preemption rights in connection with an acquisition or specified Not applicable - Not applicable - Not applicable - Not applicable
capital investment.*
* Following the publication of the Notice of AGM on 6 June 2023, certain of
the Company's shareholders engaged with the Company and questioned the need
for the proposed resolutions given that the Company has no immediate need to
issue shares and raise additional capital following the successful completion
of the restructuring in February 2023. In light of such shareholder feedback,
the Board decided to withdraw Resolutions 12, 13 and 14 from the meeting.
Votes "for" include proxy appointments which give discretion to the Chairman
of the AGM.
A "Vote Withheld" is not a vote in law and is not counted in the calculation
of proportion of votes "For" or "Against" a resolution.
For the purposes of section 341 of the UK Companies Act 2006, the votes
validly cast are expressed in the table as a percentage of the Company's total
issued ordinary share capital (excluding shares held in treasury) as at close
of business on Wednesday 28 June 2023 being the time at which a shareholder
had to be registered in the Company's register of members in order to attend
and vote at the AGM. The number of issued ordinary shares of the Company was
169,381,561 ordinary shares of £0.01 each.
In accordance with Listing Rule 9.6.2, copies of all the resolutions passed,
other than ordinary business, will be submitted to the National Storage
Mechanism, and can be viewed at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
LEI: 2138007VWEP4MM3J8B29
Further information
For further information please visit www.nog.co.uk (http://www.nog.co.uk)
Further enquiries
Nostrum Oil & Gas PLC
Ulugbek Makhmadiyarov
ir@nog.co.uk (mailto:ir@nog.co.uk)
Instinctif Partners -
UK
Tim McCall
Galyna Kulachek
Vivian Lai
+ 44 (0) 207 457 2020
nostrum@instinctif.com (mailto:nostrum@instinctif.com)
About Nostrum Oil & Gas
Nostrum Oil & Gas PLC is an independent oil and gas company currently
engaging in the production, development and exploration of oil and gas in the
pre-Caspian Basin. Its shares are listed on the London Stock Exchange (ticker
symbol: NOG) and the Astana International Exchange (ticker symbol: NOG). The
principal producing asset of Nostrum Oil & Gas PLC is the Chinarevskoye
field that is being operated by a wholly-owned subsidiary of Nostrum Oil &
Gas PLC - Zhaikmunai LLP, who is the sole holder of the subsoil use rights
with respect to the development of the field.
Forward-Looking Statements
Some of the statements in this document are forward-looking. Forward-looking
statements include statements regarding the intent, belief and current
expectations of the Company or its officers with respect to various matters.
When used in this document, the words "expects", "believes", "anticipates",
"plans", "may", "will", "should" and similar expressions, and the negatives
thereof, are intended to identify forward-looking statements. Such statements
are not promises nor guarantees and are subject to risks and uncertainties
that could cause actual outcomes to differ materially from those suggested by
any such statements.
No part of this announcement constitutes, or shall be taken to constitute, an
invitation or inducement to invest in the Company or any other entity, and
shareholders of the Company are cautioned not to place undue reliance on the
forward-looking statements. Save as required by the relevant listing rules and
applicable law, the Company does not undertake to update or change any
forward-looking statements to reflect events occurring after the date of this
announcement.
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