REG - Pharos Energy PLC - Results of Annual General Meeting

Pharos EnergyAnnouncement

22/05/2025 16:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250522:nRSV8536Ja&default-theme=true

RNS Number : 8536J  Pharos Energy PLC  22 May 2025

 

Pharos Energy plc

("Pharos" or the "Company" or, together with its subsidiaries, the "Group")

 

RESULTS OF ANNUAL GENERAL MEETING

 

The Company announces that at its Annual General Meeting held at the offices
of Peel Hunt LLP, 100 Liverpool Street, London, EC2M 2AT today, all
resolutions put before the meeting were duly passed except resolutions 13, 14
and 16, which were each special resolutions requiring a majority of at least
75% of the votes cast at the meeting.

 

In accordance with UKLR 6.4.2R, copies of resolutions passed concerning items
other than ordinary business are being 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.

 

On the date of the meeting, Pharos' issued share capital consisted of
424,746,203 ordinary shares of £0.05 each with voting rights; 9,122,268
shares were in Treasury and therefore, the total number of voting rights was
415,623,935. Of this number, a total of 212,320,460 shares were voted at the
meeting, representing 51.08% of the voting rights in the Company.

 

Voting was conducted on a poll, the results of which are shown in the table
below and will shortly be available on the Company's website,
www.pharos.energy (http://www.pharos.energy) .

 

 Resolution                                                                      Votes in Favour                      Votes               Total Votes       Votes Withheld

                                                                                 (Including Discretionary)   %        Against     %       (excluding

                                                                                                                                          votes withheld)
 1.   To receive the Annual Report and Accounts for the financial year ended     195,812,152                 100.00%  0           0.00%   195,812,152       16,512,308
 31 December 2024.
 2.   To declare a final dividend of 0.847 pence per share.                      212,314,486                 100.00%  1,540       0.00%   212,316,026       8,434
 3.   To approve the Directors' Remuneration Report included in the Annual       126,339,902                 59.51%   85,976,095  40.49%  212,315,997       8,463
 Report and Accounts for the financial year ended 31 December 2024.
 4.   To reappoint John Martin, who is Chair of the Nominations and ESG          124,378,739                 58.58%   87,939,444  41.42%  212,318,183       6,277
 Committees, as a Director
 5.   To reappoint Sue Rivett, who is a member of the ESG and Reserves           128,647,221                 60.59%   83,670,962  39.41%  212,318,183       6,277
 Committees, as a Director.
 6.   To reappoint Geoffrey Green, who is Chair of the Remuneration Committee    124,433,765                 58.61%   87,884,418  41.39%  212,318,183       6,277
 and a member of the Audit and Risk, ESG and Nominations Committees, as a
 Director.
 7.   To reappoint Dr Bill Higgs, who is Chair of the Reserves Committee and     128,650,071                 60.59%   83,668,112  39.41%  212,318,183       6,277
 a member of the ESG Committee, as a Director.
 8.   To reappoint Lisa Mitchell, who is Chair of the Audit and Risk             125,895,989                 59.30%   86,422,194  40.70%  212,318,183       6,277
 Committee and a member of the ESG,  Nominations and Remuneration Committees,
 as a Director.
 9.   To reappoint Katherine Roe, who is a member of the ESG Committee, as a     212,221,064                 99.95%   97,119      0.05%   212,318,183       6,277
 Director.
 10. To reappoint Ernst & Young LLP as Auditors to hold office until the         211,611,085                 99.67%   707,098     0.33%   212,318,183       6,277
 conclusion of the next Annual General Meeting at which accounts are laid
 before the Company.
 11. To authorise the Audit and Risk Committee, for and on behalf of the         211,481,999                 99.61%   829,586     0.39%   212,311,585       4,875
 Directors, to agree the Auditors' remuneration.
 12. To authorise the Directors to allot securities (s.551 of the Companies Act  128,174,266                 60.37%   84,146,194  39.63%  212,320,460       4,000
 2006).
 13. To disapply pre-emption rights (s.570 and s.573 of the Companies Act 2006)  124,973,513                 58.86%   87,346,947  41.14%  212,320,460       4,000
 14. To disapply pre-emption rights (s.570 and s.573 of the Companies Act 2006)  125,077,513                 58.91%   87,242,947  41.09%  212,320,460       4,000
 for acquisitions or specified capital investments.
 15. To authorise the Company to repurchase its own Shares (s.701 of the         212,297,792                 99.99%   22,668      0.01%   212,320,460       4,000
 Companies Act 2006).
 16. To authorise the Directors to call general meetings of the Company (other   128,424,279                 60.49%   83,896,181  39.51%  212,320,460       4,000
 than an annual general meeting) on not less than 14 clear days' notice.

 

The Board thanks all investors for their support through participation in the
AGM votes and is pleased that resolutions 1-2, 9-11 and 15, were approved by
shareholders representing over 99% of the share capital voted.

 

In the context of resolutions 13, 14 and 16 not having been passed by the
requisite majority, and approval of resolutions 3-8 and 12, the Company is
disappointed and notes the votes of 58.58% to 60.59% against these
resolutions. The Board regularly consults with shareholders on their views and
will continue to do so, including its active engagement with the single
shareholder accounting for the substantial majority of the votes against the
resolutions at this meeting. In accordance with provision 4 of the Corporate
Governance Code, the Company will publish an update on views received from
shareholders, and actions taken, within six months of the AGM. It will also
publish a final summary together with any further steps in the next annual
report.

 

For further information, please contact:

Pharos Energy plc
 
Tel: 0207 603 1515

Tony Hunter, Company Secretary

 

Camarco
 
Tel: 020 3757 4980

Billy Clegg | Georgia Edmonds |Violet Wilson |Tamsin Howard

 

Notes to editors

Pharos Energy plc is an independent energy company focused on delivering
sustainable growth and returns to stakeholders, with a portfolio of stable
production, development and exploration assets in Vietnam and Egypt. Led by an
experienced team, Pharos is a cash generative business with a robust balance
sheet and an established platform to deliver both organic growth and inorganic
opportunities.

 

Pharos is listed on the Main Market of the London Stock Exchange. For further
information please visit www.pharos.energy.

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  RAGATMITMTATBJA