REG - Plus500 Ltd - Update in relation to 2024 AGM

Plus500Announcement

07/11/2024 07:00

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RNS Number : 2286L  Plus500 Limited  07 November 2024

 7 November 2024

Plus500 Ltd.

("Plus500", the "Company" or together with its subsidiaries the "Group")

Update in relation to 2024 Annual General Meeting

Plus500, a global multi-asset fintech group operating proprietary
technology-based trading platforms, today issues an update on the actions
taken following the voting outcomes at its Annual General Meeting ("AGM") held
on 7 May 2024, in accordance with Provision 4 of the UK Corporate Governance
Code (the "Code").

2024 AGM

At the 2024 AGM, one resolution proposed passed with more than 20% of votes
cast against, which related to the re-election of Prof. Jacob A. Frenkel as
Non-Executive Director and Chair of the Board, where 71.57% of votes cast were
in favour.

In addition, a non-binding advisory vote on the Directors' Remuneration Report
was not approved by the requisite majority. The other 8 resolutions were well
supported by shareholders, with at least 80% of votes cast in favour.

Since the AGM, consistent with the Company's commitment to maintaining
ongoing, transparent dialogue with all stakeholders, the Board put in place a
detailed plan to engage with its key shareholders and the shareholder advisory
bodies to which the majority of the Company's shareholders are subscribed,
namely ISS and Glass Lewis.

Engagement with shareholder advisory bodies

During Q3 2024, the Company held constructive meetings with Glass Lewis and
with ISS. The objectives of the meetings were to provide clarity and insight
to Glass Lewis and ISS about the evolution of Plus500's corporate governance
processes over the last three years under the stewardship of its Chair, Prof.
Jacob A. Frenkel, and for Plus500 to better understand the research framework
of each advisory body.

Ahead of Plus500's 2024 AGM, both ISS and Glass Lewis recommended that
shareholders vote against the Directors' Remuneration Report. As part of the
discussion with Glass Lewis, it was explained that this was due to their view
that Plus500 had not provided an adequate response to shareholder dissent.
Similar feedback was received from ISS on the same resolution. The Company
reiterated to both Glass Lewis and ISS that its most recent Remuneration
Policy for Directors and Executives had been significantly restructured to
better align it with UK best practice, while taking into account the unique
characteristics of the Company as an Israeli global fintech company, and that
the policy was constructed using the guidance and assistance of leading
remuneration advisory firms. This Remuneration Policy was approved at the
Company's 2023 AGM held in May 2023, and was subsequently outlined again in
the Company's 2024 Directors' Remuneration Report.

With regards to the level of disclosure in the Directors' Renumeration Report,
the Company explained that some of the KPIs on which its Remuneration Policy
is based are either commercially sensitive or benchmarked against competitors.
The Company has optimised the structure of its Directors' Remuneration Report
in recent years and will continue considering potential future enhancements to
this Remuneration Report, as applicable.

With regards to the re-election of Prof. Jacob A. Frenkel as Non-Executive
Director and Chair of the Board, it is the Company's understanding that while
ISS had no specific issues or concerns with Prof. Frenkel and they did
acknowledge his contribution to the Plus500 Board and the Company's corporate
governance practices, their recommendation to shareholders to vote against his
re-election was related directly to the shareholder dissent in relation to the
Directors' Remuneration Report.

The Board would like to reiterate to all stakeholders that Prof. Frenkel
continues to bring significant and invaluable experience and knowledge to his
role as the Chair of the Board and to provide clear direction and leadership.
As such, the Board believes that his continuing tenure as Non-Executive
Director and Chair of the Board is for the benefit and of the utmost
importance to all stakeholders. As the Board takes matters of corporate
governance extremely seriously, it will continue to actively engage with
shareholder advisory bodies and shareholders in order to better understand the
views of all stakeholders going forward.

Engagement with shareholders

During Q3 2024, Prof. Jacob A. Frenkel (Chair), David Zruia (CEO), Elad
Even-Chen (CFO) and Owen Jones (Head of Investor Relations) held a series of
in-person meetings in London with key shareholders, who together represented a
significant percentage of the Company's shareholder register. Further such
governance meetings are planned for Q4 2024 and 2025 as part of Group's
regular engagement with its shareholders.

At these meetings, Prof. Frenkel presented to shareholders how the governance
framework at Plus500 had evolved and improved under his guidance over the last
three years. He outlined the effectiveness of the Board and how the skill set
of its Non-Executive Directors complemented one another for the benefit of the
Group's long-term strategy and performance.

Overall, the Company believes that feedback received from shareholders was
positive. As it related to executive remuneration, none of the shareholders
expressed concerns with the amount paid to the Executive Directors. Feedback
focused on the structure of the score, KPIs used and overall level of
disclosure. In response, Plus500 committed to take into account this feedback
and to incorporate it where feasible. The Board will continue to take
shareholder views and feedback into consideration as part of its approach to
achieving high governance standards and delivering long-term value for all
stakeholders.

In accordance with provision 4 of the Code, a final update on this matter will
be included in the Company's 2024 Annual Report.

For further details

 Plus500 Ltd.
 Elad Even-Chen, Chief Financial Officer  +972 4 8189503

 Owen Jones, Head of Investor Relations   +44 (0) 7551 654208

                                          ir@Plus500.com (mailto:ir@Plus500.com)
 DGA Group
 James Melville-Ross                      +44 (0)20 7664 5095

 James Styles                             Plus500@dgagroup.com

 Methuselah Tanyanyiwa

 

About Plus500

Plus500 is a global multi-asset fintech group operating proprietary
technology-based trading platforms. Plus500 offers customers a range of
trading products, including OTC ("Over-the-Counter" products, namely Contracts
for Difference (CFDs)), share dealing, as well as futures and options on
futures.

The Group retains operating licences and is regulated in the United Kingdom,
Australia, Cyprus, Israel, New Zealand, South Africa, Singapore, the
Seychelles, the United States, Estonia, Japan, the UAE and the Bahamas and
through its OTC product portfolio, offers more than 2,500 different underlying
global financial instruments, comprising equities, indices, commodities,
options, ETFs, foreign exchange and cryptocurrencies. Customers of the Group
can trade its OTC products in more than 60 countries and in 30 languages.

Plus500's trading platforms are accessible from multiple operating systems
(iOS, Android and Windows) and web browsers. Customer care is, and has always
been, integral to Plus500. As such, OTC customers cannot be subject to
negative balances. A free demo account is available on an unlimited basis for
OTC trading platform users and sophisticated risk management tools are
provided free of charge to manage leveraged exposure, and stop losses to help
customers protect profits, while limiting capital losses.

Plus500 was admitted to trading on the London Stock Exchange (LON: PLUS) on 24
July 2013. It was admitted to the Equity Shares in Commercial Companies"
("ESCC") Category of the Official List and is a constituent of the FTSE 250
Index. Website: www.plus500.com (http://www.plus500.com/) .

 

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