REG - Social Housing Reit - Result of AGM & Directorate Change

Social Housing REITAnnouncement

Tue 07:00

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RNS Number : 2998J  Social Housing Reit PLC  20 May 2025

20 May 2025

 

SOCIAL HOUSING REIT PLC

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

 

RESULT OF ANNUAL GENERAL MEETING

AND DIRECTORATE CHANGE

 

The Board of Social Housing REIT plc is pleased to announce that, at the
Company's Annual General Meeting held on 19 May 2025, all resolutions were
voted on by way of a poll and were passed by shareholders.

 

Resolutions 1 to 11 were proposed as ordinary resolutions and resolutions 12
to 15 were proposed as special resolutions. The results of the poll are set
out below.

 

 Resolution                                                                             Votes For               %       Votes Against                  %       Total votes validly cast  Total votes cast as % of issued share capital*  Votes Withheld**
 1       To receive and adopt the Annual Report and accounts of the Company for the           171,973,700       99.98%              25,823             0.02%         171,999,523         43.71%                                                      92,126
         year ended 31 December 2024
 2       To approve the Directors' Remuneration Report                                        171,420,363       99.71%             507,106             0.29%         171,927,469         43.70%                                                     164,180
 3       To re-elect Christopher Phillips as a Director of the Company                        115,132,042       69.92%        49,523,938               30.08%        164,655,980         41.85%                                                     135,669
 4       To re-elect Peter Coward as a Director of the Company                                115,203,812       69.97%        49,453,334               30.03%        164,657,146         41.85%                                                     134,503
 5       To re-elect Tracey Fletcher-Ray as a Director of the Company                         115,135,809       69.93%        49,520,181               30.07%        164,655,990         41.85%                                                     135,659
 6       To re-elect Cecily Davis as a Director of the Company                                160,238,241       97.32%          4,418,915              2.68%         164,657,156         41.85%                                                     134,493
 7       To elect Bryan Sherriff as a Director of the Company                                 158,631,188       96.34%          6,025,958              3.66%         164,657,146         41.85%                                                     134,503
 8       To re-appoint BDO LLP as Auditors' of the Company                                    157,922,052       99.84%             251,675             0.16%         158,173,727         40.20%                                                13,917,922
 9       To authorise the Audit Committee to determine the Auditors' remuneration             171,929,914       99.95%              85,927             0.05%         172,015,841         43.72%                                                      75,808
 10      To authorise the Directors to allot shares                                           161,117,961       93.66%        10,899,060               6.34%         172,017,021         43.72%                                                      74,628
 11      To authorise the Directors to declare and pay all dividends of the Company as        172,013,046       99.97%              49,172             0.03%         172,062,218         43.73%                                                      29,431
         interim dividends
 12      To dis-apply statutory pre-emption rights up to 5%                                   163,089,471       94.79%          8,962,137              5.21%         172,051,608         43.73%                                                      40,041
 13      To dis-apply pre-emption rights up to a further 5% in connection with an             131,777,614       76.63%        40,197,553               23.37%        171,975,167         43.71%                                                     116,482
         acquisition or specified capital investment
 14      To authorise the Company to purchase its own shares                                  170,310,980       98.98%          1,753,628              1.02%         172,064,608         43.73%                                                      27,041
 15      To authorise the calling of general meetings, other than an annual general           166,720,772       96.91%          5,318,760              3.09%         172,039,532         43.72%                                                      52,117
         meeting, on not less than 14 clear days' notice

 

*Excluding treasury shares.

**A vote withheld is not a vote in law and is not counted in the calculation
of the votes for or against a resolution.

 

The Board would like to thank shareholders for their engagement and support
ahead of the AGM and throughout the year. Whilst all resolutions were passed
with a requisite majority, the Board acknowledges that resolutions 3,4,5, and
13 received more than 20% of shareholder votes that did not support them.

 

The Board takes the views of shareholders seriously and, in accordance with
Provision 5.2.4 of the AIC Code of Corporate Governance (the "AIC Code"), will
continue to consult and engage with shareholders in relation to resolutions 3,
4, 5 and 13 in order to fully understand and discuss their concerns. In
accordance with the AIC Code, an update will be provided by 19 November 2025
with a final summary included in the Company's Annual Report & Accounts
for the year ended 31 December 2025.

 

Every shareholder has one vote for every Ordinary Share held. As at 16 May
2025, the issued share capital of the Company consisted of 393,916,490
Ordinary Shares. The Company holds 450,000 Ordinary Shares in treasury, which
do not carry voting rights. Therefore, the total number of voting rights in
the Company is 393,466,490 Ordinary Shares.

 

The full text of all the resolutions can be found in the Notice of Annual
General Meeting dated 21 March 2025, a copy of which is available on the
Company's website at
https://socialhousingreit.com/wp-content/uploads/2025/03/2025-SOHO_Notice_of_AGM.pdf
(https://socialhousingreit.com/wp-content/uploads/2025/03/2025-SOHO_Notice_of_AGM.pdf)

In accordance with UK Listing Rule 6.4.2 copies of all the resolutions passed,
other than ordinary business, will be submitted to the National Storage
Mechanism and will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

Directorate Change

At the conclusion of the Annual General Meeting held on 19 May 2025, Ian
Reeves CBE, stepped down as Non-Executive Director of the Company. Bryan
Sherriff has succeeded Ian as Chairman of the Sustainability & Impact
Committee.

FOR FURTHER INFORMATION ON THE COMPANY, PLEASE CONTACT:

 Social Housing REIT plc                                Via Brunswick Group
 Chris Phillips

 Atrato Partners Limited                                ir@atratopartners.com

 (Investment Manager)
 Adrian D'Enrico
 Michael Carey
 Eddie Gilbourne

 Akur Capital (Joint Financial Adviser)                 Tel: 020 7493 3631
 Tom Frost
 Anthony Richardson
 Siobhan Sergeant

 Stifel (Joint Financial Adviser and Corporate Broker)  Tel: 020 7710 7600
 Mark Young
 Rajpal Padam
 Catriona Neville

 Brunswick Group (Financial PR Adviser)                 SOHO@brunswickgroup.com
 Nina Coad                                              Tel: 020 7404 5959
 Robin Wrench
 Mara James

 

The Company's LEI is 213800BERVBS2HFTBC58.

 

Further information on the Company can be found on its website at
www.socialhousingreit.com (http://www.socialhousingreit.com) .

 

NOTES:

 

The Company primarily invests in social housing assets in the UK, with a
particular focus on specialised supported housing (SSH). SSH is accommodation
for vulnerable adults requiring support to live independently, including those
with learning difficulties, mental health problems and physical disabilities.
These properties are specially designed or adapted to meet residents' needs
and are managed by Approved Providers who are predominantly regulated by the
Regulator of Social Housing. Approved Providers consist of Housing
Associations and Local Authorities, or other regulated organisations in
receipt of direct payment from local government.

 

These operational residential properties deliver sustainable, long-term,
growing income for shareholders, improved outcomes for residents and savings
to the taxpayer.

 

The Company is listed on the Closed-ended investment funds category of the
FCA's Official List and its Ordinary Shares are traded on the LSE's Main
Market.

 

Atrato Partners Limited is the Company's Investment Manager.

 

 

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