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REG - Riverstone Energy Ld - Results of the Annual General Meeting

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RNS Number : 6511M  Riverstone Energy Limited  24 May 2022

LEI: 213800HAZOW1AWRSZR47

 

 

24 May 2022

RIVERSTONE ENERGY LIMITED

 ("REL" or the "Company")

 

Results of the Annual General Meeting ("AGM")

 

The Company is pleased to announce that, at the ninth AGM held at 10.30 a.m.
(BST) on 24 May 2022, each of the Resolutions were duly passed without
amendment.

 

The details of each resolution are as follows:

 

ORDINARY RESOLUTIONS

 

Resolution 1

IT WAS RESOLVED to receive and consider the annual audited financial
statements of the Company for the year ended 31 December 2021.

 

 For (including discretionary)  20,345,632 votes
 Against                        113 votes
 Withheld                       800 votes

 
 
 

Resolution 2

IT WAS RESOLVED to re-appoint Ernst & Young LLP (Guernsey) as Auditor.

 

 For (including discretionary)  20,345,132 votes
 Against                        613 votes
 Withheld                       800 votes

 

Resolution 3

IT WAS RESOLVED that the Board of Directors determine the remuneration of the
Auditor.

 

 For (including discretionary)  20,345,132 votes
 Against                        613 votes
 Withheld                       800 votes

 

Resolution 4

IT WAS RESOLVED to re-elect Peter Barker as a director.

 

 For (including discretionary)  20,252,183 votes
 Against                        93,562 votes
 Withheld                       800 votes

 

Resolution 5

IT WAS RESOLVED to re-elect Patrick Firth as a director.

 

 For (including discretionary)  20,241,620 votes
 Against                        104,125 votes
 Withheld                       800 votes

 

 

 

Resolution 6

IT WAS RESOLVED to re-elect Richard Hayden as a director.

 

 For (including discretionary)  20,240,096 votes
 Against                        105,648 votes
 Withheld                       801 votes

 

Resolution 7

IT WAS RESOLVED to re-elect Jeremy Thompson as a director.

 

 For (including discretionary)  20,252,183 votes
 Against                        93,562 votes
 Withheld                       800 votes

 

Resolution 8

IT WAS RESOLVED to re-elect Claire Whittet as a director.

 

 For (including discretionary)  20,212,845 votes
 Against                        132,900 votes
 Withheld                       800 votes

 

In accordance with LR 9.6.18, details of those resolutions passed, which were
not ordinary business of the AGM, follow:-

 

 Resolution    Votes For (including discretionary)  Votes Against  Votes Withheld*
 9 - Special   20,345,132 votes                     613 votes      800 votes
 10 - Special  20,328,182 votes                     17,563 votes   800 votes

 

*A vote withheld is not a vote in law and is therefore not counted towards the
proportion of votes "for" or "against" the Resolution.

 

 Resolution 9

 That the Company be and is hereby generally and unconditionally authorised in
 accordance with The Companies (Guernsey) Law, 2008,as amended (the "Companies
 Law") (subject to the Listing Rules made by the Financial Conduct Authority
 and all other applicable legislation and regulations), to make market
 acquisitions (as defined in the Companies Law) of each class of its shares
 (either for the retention as treasury shares for resale or transfer, or
 cancellation), PROVIDED THAT:

 a.     the maximum number of shares authorised to be purchased shall be
 14.99 per cent. of the Ordinary Shares in issue as at the date of this
 Resolution 9 (excluding shares held in treasury);

 b.     the minimum price (exclusive of expenses) which may be paid for an
 Ordinary Share shall be one penny;

 c.     the maximum price which may be paid for an Ordinary Share is an
 amount equal to the higher of: (a) 105 per cent. of the average of the middle
 market quotations for an Ordinary Share on the relevant market for the five
 business days immediately preceding the date on which the Ordinary Share is
 purchased; and (b) the higher of (i) the price of the last independent trade
 for an Ordinary Share and (ii) the highest current independent bid for an
 Ordinary Share at the time of purchase; and

 d.     the authority hereby conferred shall expire at the next annual
 general meeting of the Company due to be held in 2023 unless such authority is
 varied, revoked or renewed prior to such date by a special resolution of the
 Company in a general meeting save that the Company may make an offer or
 agreement to acquire shares under this authority before its expiry which will
 or may be executed wholly or partly after its expiration and the Company may
 make an acquisition of shares pursuant to such an offer or agreement as if the
 authority had not expired.

 

 Resolution 10

 That, in accordance with Article 6.7 of the Articles, the Directors be
 empowered to allot and issue (or sell from treasury) equity securities (within
 the meaning of the Company's Articles) for cash on a non-preemptive basis as
 if Article 6.2 of the Articles did not apply to any such allotment and issue,
 provided that this power shall be limited to the allotment and issue of (i) up
 to a maximum number of equity securities equal to 5,398,652 Ordinary Shares in
 the Company (being 10 per cent. of the Ordinary Shares in issue as at the
 latest practicable date prior to the date of this notice)and (ii) an unlimited
 number of Ordinary Shares in accordance with the Performance Allocation
 Reinvestment Agreement dated 23 September 2013 between the Company and
 Riverstone Energy Limited Capital Partners, LP, acting by its general partner
 Riverstone Holdings II (Cayman) Ltd. ("RELCP"), pursuant to which RELCP agrees
 to reinvest the portion of each Performance Allocation (as defined and
 described in the IPO Prospectus) attributable to RELCP, and shall expire on
 the date falling 15 months after the date of passing of this Resolution 10 or
 the conclusion of the next annual general meeting of the Company in 2023
 whichever is the earlier, save that the Company may before such expiry make
 offers or agreements which would or might require equity securities to be
 allotted and issued (or sold) after such expiry and the Directors may allot
 and issue (or sell from treasury) equity securities in pursuance of any such
 offer or agreement notwithstanding that the power conferred by this Resolution
 10 has expired. This resolution revokes and replaces all unexercised
 authorities previously granted to the Directors to allot and issue equity
 securities in the capital of the Company for cash as if the pre-emption rights
 contained in Article 6.2 of the Articles did not apply to such allotment and
 issue but without prejudice to any allotment and issue of equity securities
 already made, offered or agreed to be made pursuant to such authorities.

 

 

About Riverstone Energy Limited:

 

REL is a closed-ended investment company that has since 2020 been exclusively
focussed on pursuing and has committed $167 million to a global strategy
across decarbonisation sectors presented by Riverstone's investment
platform.  REL's ordinary shares are listed on the London Stock Exchange,
trading under the symbol RSE.  REL has 18 active investments spanning
decarbonisation, oil and gas, renewable energy and power in the
Continental U.S., Western Canada, Gulf of Mexico and Europe.

 

For further details, see www.RiverstoneREL.com (http://www.RiverstoneREL.com)

 

Neither the contents of Riverstone Energy Limited's website nor the contents
of any website accessible from hyperlinks on the websites (or any other
website) is incorporated into, or forms part of, this announcement.

 

Media Contacts

For Riverstone Energy Limited:

 Josh Prentice

 +44 20 3206 6300

 

Administrator and Company Secretary

   Ocorian Administration (Guernsey) Limited
   Rosemary Osborne-Burns
   +44  14 8174 2742

 

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