REG - Pollen Street Group - Result of AGM

Pollen StreetAnnouncement

14/06/2024 15:15

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RNS Number : 5641S  Pollen Street Group Limited  14 June 2024

 
Pollen Street Group Limited
 (the "Company")
 

Results of Annual General Meeting

 

The Company announces that at its Annual General Meeting held on Thursday, 13
June 2024, all the resolutions set out in the Notice of Annual General Meeting
were passed by the requisite majority.

 

Following the announcement made on 15 January 2024 advising of Lucy Tilley's
appointment as Chief Financial Officer and Executive Director of the Company,
her appointment as Director was confirmed and is effective as of today, and
she will commence as Chief Financial Officer on 24 June 2024, succeeding
Julian Dale.

 

In addition, Robert Sharpe and Jim Coyle, will both have served as directors
of the Company, and Pollen Street Limited, formerly Pollen Street plc, for 9
years by the end of 2024. The Nominations Committee, in line with UK corporate
governance best practice, will therefore commence the work required to
identify and appoint their successors ahead of the 2025 AGM.

 

Resolutions 9, 18 and 19 - approval of Rule 9 Waiver and re-election of Joanne
Lake

 

The Board is grateful for the engagement of shareholders and proxy agencies in
our consultation exercise ahead of the AGM and is pleased that all resolutions
were passed. The Board notes that, although they were approved, Resolutions 18
and 19 relating to the Rule 9 Waiver received less than 80% support.
Accordingly, the Company will continue to engage with proxy advisers and
shareholders, on the rationale and merits of the Rule 9 Waiver. The Company
will provide an update on further consultations within six months of today's
AGM in accordance with the UK Corporate Governance Code.

 

It was also noted that the resolution to re-elect Joanne Lake received 74.60%
due to concerns about overboarding, however, the small cap nature of each of
her other mandates should be acknowledged along with her excellent attendance
record during the previous years. The Company will continue to review on a
regular basis directors' capacity to fulfil their duties.

 

                VOTES       %       VOTES       %       VOTES       % of ISC VOTED*  VOTES

FOR
AGAINST
TOTAL
WITHHELD
 Resolution 1   50,963,079  99.92%  41,243      0.08%   51,004,322  80.16%           0
 Resolution 2   50,963,079  99.92%  41,243      0.08%   51,004,322  80.16%           0
 Resolution 3   48,573,141  95.23%  2,431,181   4.77%   51,004,322  80.16%           0
 Resolution 4   48,106,732  94.32%  2,897,590   5.68%   51,004,322  80.16%           0
 Resolution 5   43,867,763  89.12%  5,357,556   10.88%  49,225,319  77.36%           1,779,003
 Resolution 6   48,538,869  99.81%  92,384      0.19%   48,631,253  76.43%           2,373,069
 Resolution 7   48,019,835  94.15%  2,984,487   5.85%   51,004,322  80.16%           0
 Resolution 8   50,960,693  99.91%  43,629      0.09%   51,004,322  80.16%           0
 Resolution 9   38,047,362  74.60%  12,956,960  25.40%  51,004,322  80.16%           0
 Resolution 10  47,973,485  94.06%  3,030,837   5.94%   51,004,322  80.16%           0
 Resolution 11  48,585,863  99.91%  45,390      0.09%   48,631,253  76.43%           2,373,069
 Resolution 12  50,958,228  99.91%  46,094      0.09%   51,004,322  80.16%           0
 Resolution 13  50,961,296  99.92%  42,717      0.08%   51,004,013  80.15%           309
 Resolution 14  50,436,004  98.89%  568,318     1.11%   51,004,322  80.16%           0
 Resolution 15  45,735,580  89.67%  5,268,742   10.33%  51,004,322  80.16%           0
 Resolution 16  45,726,380  89.65%  5,277,942   10.35%  51,004,322  80.16%           0
 Resolution 17  45,632,761  89.47%  5,371,561   10.53%  51,004,322  80.16%           0
 Resolution 18  22,441,378  79.73%  5,707,013   20.27%  28,148,391  44.24%           11,582,090
 Resolution 19  17,217,833  66.80%  8,557,489   33.20%  25,775,322  40.51%           13,955,159

 

* Excludes the 1,177,098 shares held in treasury at close of business on 12
June 2024.

 

 

 NOTES:

 1.      Votes "For" and "Against" any resolution are expressed as a percentage
         (rounded to two decimal places) of votes validly cast for that resolution.

 2.      A "Vote withheld" is not a vote in law and is not counted in the calculation
         of the percentage of shares voted "For" or "Against" any resolution.

 3.      The number of shares in issue at close of business on 12 June 2024 was
         64,209,597 and 1,177,098 Ordinary Shares are held in treasury. The total
         number of voting rights in the Company is therefore 63,032,499. Up to 80.16%
         of voting capital was instructed.

 4.      The full text of the resolutions passed at the AGM can be found in the Notice
         of Annual General Meeting which is available on the Company's website at
         https://ir.pollenstreetgroup.com/investors/regulatory-announcements/
         (https://ir.pollenstreetgroup.com/investors/regulatory-announcements/)

 5.      Copies of resolutions will be made available for inspection from the National
         Storage Mechanism, situated at:
         https://data.fca.org.uk/#/nsm/nationalstoragemechanism
         (https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 6.      These poll results (inclusive of proxy results lodged before the AGM) will be
         available shortly on the Company's website at
         https://ir.pollenstreetgroup.com/investors/regulatory-announcements/
         (https://ir.pollenstreetgroup.com/investors/regulatory-announcements/)

 7.      Each resolution to re-elect independent non-executive directors (resolutions

       5, 7 9 and 10) has per Listing Rule 9.2.2E been approved by a majority of the
         votes cast by: (i) the shareholders of the Company as a whole; and (ii) the
         independent shareholders of the Company, that is, all the shareholders
         entitled to vote on each resolution excluding the Concert Party.

 8.      Per the Notice of AGM, the members of the Concert Party were not entitled to

       vote on the Authority for the Company to purchase its own shares or the Rule 9
         Waiver Resolutions (resolutions 18 and 19).

 

For further information about this announcement please contact:

 

Pollen Street Group Limited

Chris Palmer / Shweta Chugh: +44 (0)20 3728 6750

 

Barclays Bank plc - Joint Broker

Neal West / Stuart Muress: +44 (0)20 7623 2323

 

Investec - Joint Broker

Ben Griffiths / Bruce Garrow: +44 (0)20 7597 4000

 

Link Company Matters Limited - Company Secretary

polncosec@linkgroup.co.uk (mailto:polncosec@linkgroup.co.uk)

 

 

14 June 2024

 

 

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