REG - PensionBee Group plc - Results of 2024 Annual General Meeting

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17/05/2024 07:00

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RNS Number : 8200O  PensionBee Group plc  17 May 2024

PensionBee Group plc

Incorporated in England and Wales

Registration Number: 13172844

LEI: 2138008663P5FHPGZV74

ISIN: GB00BNDRLN84

 

17 May 2024

PensionBee Group plc

Results of 2024 Annual General Meeting

 

PensionBee Group plc (the 'Company') announces the results of the voting by a
poll on the resolutions put to its Annual General Meeting ('AGM') held at 2.00
p.m. on Thursday 16 May 2024.

 

Resolutions 1 to 13 were passed as ordinary resolutions and resolutions 14 to
16 were passed as special resolutions.

 

In accordance with UK Listing Rule 9.6.2, a copy of the resolutions passed at
the AGM, other than resolutions concerning ordinary business, will be
submitted to the Financial Conduct Authority's National Storage Mechanism and
will shortly be available to view at:
data.fca.org.uk/#/nsm/
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

The total number of votes received on each resolution was as follows:

 

 PensionBee Group plc Annual General Meeting - 16 May 2024 - Poll Result
                                                                                 Votes For               Votes Against           Votes Withheld (Note 3)  Total Votes Cast  Total Votes Cast as a % of Issued Share Capital

                                                                                 (Notes 1, 2)            (Note 2)                                         (Note 4)          (Note 5)
 Resolution                                                                      No. of Shares  %        No. of Shares  %
 1. To receive the Company's Annual Report and Financial Statements 2023.        144,478,780    100.00   2,389          0.00     8,185                    144,481,169       64.32%
 2. To approve the Director's Remuneration Report.                               143,168,594    99.09    1,309,545      0.91     11,215                   144,478,139       64.32%
 3. To reappoint Romi Savova as an Executive Director.                           144,426,624    99.96    56,531         0.04     6,199                    144,483,155       64.32%
 4. To reappoint Jonathan Lister Parsons as an Executive Director.               144,464,155    99.99    16,880         0.01     8,319                    144,481,035       64.32%
 5. To reappoint Christoph J. Martin as an Executive Director.                   144,466,429    99.99    16,121         0.01     6,804                    144,482,550       64.32%
 6. To reappoint Mark Wood CBE as a Non-Executive Director.                      144,389,896    99.94    92,653         0.06     6,805                    144,482,549       64.32%
 7. To reappoint Mary Francis CBE as an Independent Non-Executive Director.      144,436,096    99.97    43,574         0.03     9,684                    144,479,670       64.32%
 8. To reappoint Michelle Cracknell CBE as an Independent Non-Executive          142,786,192    98.83    1,693,478      1.17     9,684                    144,479,670       64.32%
 Director.
 9. To reappoint Lara Oyesanya FRSA as an Independent Non-Executive Director.    144,437,792    99.97    41,878         0.03     9,684                    144,479,670       64.32%
 10. To reappoint Deloitte LLP as the Company's auditor.                         144,478,000    99.99    8,691          0.01     2,663                    144,486,691       64.32%
 11. To authorise the Audit Committee of the Company to determine the auditor's  144,472,820    99.99    11,778         0.01     4,756                    144,484,598       64.32%
 remuneration on behalf of the Board.
 12. To authorise the Company to make Political Donations.                       144,319,576    99.89    161,467        0.11     8,311                    144,481,043       64.32%
 13. To authorise the Directors to allot shares.                                 143,161,470    99.08    1,326,189      0.92     1,695                    144,487,659       64.32%
 14. To authorise Directors to disapply pre-emption rights.                      143,157,074    99.12    1,263,923      0.88     68,206                   144,420,997       64.29%
 15. To authorise additional authority to disapply statutory pre-emption         143,168,923    99.13    1,263,165      0.87     56,963                   144,432,088       64.29%
 rights.
 16. To authorise the calling of general meetings on 14 days' notice.            135,650,494    93.88    8,837,790      6.12     1,070                    144,488,284       64.32%
 Independent Shareholder Votes Only *
 7. To reappoint Mary Francis CBE as an Independent Non-Executive Director. *    51,072,574     99.91    43,574         0.09     9,684                    51,116,148        39.22%
 8. To reappoint Michelle Cracknell CBE as an Independent Non-Executive          49,422,670     96.69    1,693,478      3.31     9,684                    51,116,148        39.22%
 Director. *
 9. To reappoint Lara Oyesanya FRSA as an Independent Non-Executive Director. *  51,074,270     99.92    41,878         0.08     9,684                    51,116,148        39.22%

 

Notes:

 

1. Any proxy appointments which gave discretion to the Chair have been
included in Votes For.

 

2. Votes For and Votes Against are expressed as a percentage of Total Votes
Cast, which includes Votes For and Votes Against, but excludes the Votes
Withheld. Percentages are rounded to 2 decimal places.

 

3. A Vote Withheld is not a vote in law and is not counted in the calculation
of the Votes For or Votes Against a resolution.

 

4. Total Votes Cast includes the Votes For and Votes Against, but excludes the
Votes Withheld.

 

5. Total Votes Cast as a % of Issued Share Capital is based on 224,641,308
PensionBee Group plc ordinary shares in issue as at 16 May 2024. Ordinary
shareholders are entitled to one vote per share held.

 

* Under the Listing Rules, because Romi Savova is a controlling shareholder of
the Company (that is, she exercises or controls more than 30% of the voting
rights of the Company), the election of any independent director by
shareholders must be approved by a majority vote of both: (1) the shareholders
of the Company; and (2) the independent shareholders of the Company (that is,
the shareholders of the Company entitled to vote on the election of Directors
who are not controlling shareholders of the Company). Under the Listing Rules,
anyone who holds shares in the Company and is deemed to be acting in concert
with Romi Savova is also treated as a controlling shareholder for the purposes
of these voting requirements. Therefore, the votes of these persons are
excluded when calculating the votes of the independent shareholders.
Resolutions 7 to 9 were therefore proposed as ordinary resolutions which all
shareholders may vote on, but in addition, the Company separately counts the
number of votes cast by independent shareholders in favour of the resolutions
(as a proportion of the total votes of independent shareholders cast on the
resolutions) to determine whether the second threshold referred to in (2) has
been met.

 

Press Enquiries:

Becky O'Connor

Laura Dunn-Sims

Steven Kennedy

press@pensionbee.com (mailto:press@pensionbee.com)

020 3557 8444

 

Investor Relations Enquiries:

investor@pensionbee.com (mailto:investor@pensionbee.com)

 

About PensionBee

PensionBee is a leading online pension provider, making pension management
easy for its customers while they save for a happy retirement. PensionBee
helps its customers combine their old pension pots, make flexible
contributions, invest in line with their goals and values and make withdrawals
from the age of 55 (increasing to 57 in 2028). PensionBee offers a range of
investment plans, including fossil fuel free and impact investing options,
from some of the world's largest asset managers.

Operating in the UK Defined Contribution market which exceeds £1 trillion of
pension assets, PensionBee has grown rapidly through its direct-to-consumer
marketing activities, creating a household brand name for the mass market.

The Company has £4.9 billion in Assets Under Administration and 240,000
Invested Customers as at 31 March 2024. PensionBee has consistently maintained
a Customer Retention Rate in excess of 95% and an Excellent Trustpilot rating
from more than 10,500 customers, reflecting its commitment to outstanding
customer service.

PensionBee is admitted to trading on the Premium Segment of the London Stock
Exchange's Main Market (LON:PBEE).

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