REG - Sunrise Resources - Voting at AGM

Sunrise ResourcesAnnouncement

14/03/2025 16:45

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RNS Number : 8054A  Sunrise Resources Plc  14 March 2025

14 March 2025

 

SUNRISE RESOURCES PLC

("Sunrise" or "the Company")

 

Voting at AGM

 

Further to its announcement of 13 March 2025, Sunrise Resources plc (ticker
symbol 'SRES'), is pleased to provide the following information in respect of
voting at its Annual General Meeting ("AGM") held on 13 March 2025 where all
resolutions were duly passed.

 

Table of Proxies received - all appointing the Chairman as Proxy

 

 1. Ordinary Resolution:  To receive the Accounts and Reports of the Directors
 and of the Auditors
 Votes For      % of votes cast  Against      % of         At holders' discretion  % of votes cast  No. Withheld

                                              votes cast
 2,314,263,261  91.74            208,355,920  8.26         0                       0                0

 

 2. Ordinary Resolution:  To re-elect Mr J Cole as a director
 Votes For      % of votes cast  Against        % of votes cast  At holders' discretion  % of votes cast  No. Withheld
 1,518,134,933  60.18            1,004,484,248  39.82            0                       0                0

 

 3. Ordinary Resolution:  To reappoint Crowe U.K. LLP as Auditor of the
 Company
 Votes For      % of votes cast  Against      % of votes cast  At holders' discretion  % of votes cast  No. Withheld
 2,193,828,121  86.97            328,687,573  13.03            0                       0                103,487

 

 4. Ordinary Resolution:  To authorise the Directors to allot shares
 Votes For      % of votes cast  Against      % of votes cast  At holders' discretion  % of votes cast  No. Withheld
 1,991,386,102  78.94            531,129,592  21.06            0                       0                103,487

 

 5. Special Resolution:  To approve dis-application of pre-emption rights
 Votes For      % of votes cast  Against      % of votes cast  At holders' discretion  % of votes cast  No. Withheld
 1,991,346,572  78.94            531,169,122  21.06            0                       0                103,487

 

N.B. Votes withheld are not counted as they are not a vote in law.

 

The Chairman also held a letter of representation in connection with a
corporate shareholder in respect of 117,068,770 shares not included in the
above proxies.

 

All resolutions were passed unanimously on a show of hands.

 

The Company's Corporate Governance statement requires the Company to state any
actions to be taken as a result of resolutions for which votes against have
been received from at least 20 per cent of independent votes.

 

Resolution 2

The Company notes the high percentage of shares cast against the re-election
of Mr James Cole as a director of the Company.

 

 

The Company recognises that shareholders are dissatisfied with the Company's
share price performance and believes the high vote against Mr Cole's
re-election to have been a protest vote.

 

The Board is very satisfied that, in his role as an independent non-executive
director and Chairman of the Audit Committee, Mr Cole has acted in the best
interests of all stakeholders  and the Board had no hesitation in
recommending him for re-election. Mr Cole has performed an important service
to the Company for which he has received limited remuneration and made
frequent and prolonged salary sacrifices, as have all directors.

 

The Board will continue to engage with shareholders to better understand the
motivation behind the vote and explain the important role of independent
non-executive directors.

 

Resolution 4

 

Resolution 4 is a general shareholder authority to issue new shares. This
resolution is never popular amongst shareholders who, understandably, do not
wish to see shareholder dilution. However, the Company has no regular income
and so the passing of Resolution 4 allows the Company to raise fresh capital.
The authority granted by Resolution 4 does, however, limit the number of
shares that can be issued and only rarely has the authority been used in full.

 

The Directors will continue to balance the use of the facility with their duty
to ensure that the Company is able to continue as a going concern and advance
its business. The Directors have managed to limit the amount of funds raised
through new share issues during the last financial year through the sale of a
non-core project, securing future royalty rights at the same time. This policy
will continue in 2025.

 

Resolution 5

 

This allows the Company to carry out fundraisings other than through a rights
issue to all shareholders. Rights issues can be prohibitively expensive,
particularly for smaller fundraises and they tend to have a low level of
success when the share price is volatile. Furthermore, many shareholders hold
their shares in broker nominee accounts which can complicate their
participation in rights issues.

 

Shareholder can, however, feel disenfranchised by this resolution. In order to
address this concern, the Company will, provided sufficient shareholder demand
is communicated to the Company, consider provided a facility for shareholders
to participate in fundraisings, alongside and on the same terms as any future
share placing, through their broker (a "Broker Option").

 

 

 

Further information:

 

 Sunrise Resources plc                  Tel: +44 (0)1625 838 884

 Patrick Cheetham, Executive Chairman
                                        Tel: +44 (0)207 628 3396

 Beaumont Cornish Limited

 Nominated Adviser

 James Biddle/Roland Cornish
                                        Tel: +44 (0)207 469 0930

 Peterhouse Capital Limited

 Broker

 Lucy Williams/Duncan Vasey

 

Market Abuse Regulation (MAR) Disclosure

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 which  forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this
announcement via a Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.

 

 

Nominated Adviser

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

 

 

 

Shares in the Company trade on AIM. EPIC: "SRES". Website:
www.sunriseresourcesplc.com

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