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RNS Number : 7954D VPC Specialty Lending Invest. PLC 23 June 2023
VPC Specialty Lending Investments plc
(the "Company")
23 June 2023
Annual General Meeting Results
The Company announces that at its Annual General Meeting ("AGM") held today
all of resolutions set out in the Notice of AGM were passed by the requisite
majority. Each resolution put to the AGM was voted on by way of a poll. The
results of the poll for each resolution were as follows:
Resolution For For Against Against Votes Withheld Total issued. share capital instructed (%)
(No. of shares) (%) (No. of shares) (%) (No. of shares)
1. To receive the Annual Report and Accounts 186,460,647 99.98% 37,000 0.02% 159,989
67.01%
2. To approve the Directors' Remuneration Report 186,238,658 99.95% 88,453 0.05% 330,525
66.93%
3. To approve the Directors' Remuneration Policy 186,238,658 99.95% 96,677 0.05% 322,301
66.93%
4. To approve the Dividend Policy 186,460,647 99.98% 37,000 0.02% 159,989
67.00%
5. To re-elect Graeme Proudfoot as a Director 137,523,209 78.18% 38,390,235 21.82% 10,744,192
49.42%
6. To re-elect Oliver Grundy as a Director 164,663,480 93.60% 11,249,965 6.40% 10,744,191
59.18%
7. To re-elect Mark Katzenellenbogen as a Director 157,951,449 89.81% 17,922,781 10.19% 10,783,406
56.76%
8. To re-appoint PricewaterhouseCoopers LLP as auditors of the Company 178,325,191 95.65% 8,105,422 4.35% 227,023
64.08%
9. To authorise the Audit and Valuation Committee to determine the 186,381,389 99.98% 45,224 0.02% 231,023
auditors' remuneration
66.98%
10. To authorise the Directors to allot ordinary shares 143,132,602 76.78% 43,285,821 23.22% 239,213
51.43%
11. To dis-apply pre-emption rights.* 142,854,748 76.61% 43,605,713 23.39% 197,175
51.44%
12. To authorise the Company to make market purchases of its own ordinary 157,924,428 84.68% 28,576,742 15.32% 156,466
shares.*
56.75%
13. To authorise the Directors to hold general meetings on not less than 14 175,969,733 94.38% 10,476,438 5.62% 211,465
clear days' notice.*
63.24%
*Special Resolution
The Board will engage with those shareholders that voted against Resolutions
5, 10 and 11 in order to understand their concerns. The Board will update
shareholders on the outcome of these discussions.
Finally, the Board wishes to remind shareholders that in accordance with the
announcement released on 31 May 2023, Ms Elizabeth Passey and Mr Clive Peggram
did not seek re-election at the AGM. Following those changes to the
composition of the Board, Mr Mark Katzenellenbogen will assume the role of the
Chair of the Disclosure Committee and Mr Oliver Grundy will take on the role
of Chair of the Management Engagement Committee with effect from today.
NOTES:
1. All resolutions were passed.
2. Proxy appointments which gave discretion to the Chairman of the AGM have been
included in the "For" total for the appropriate resolution.
3. Votes "For" and "Against" any resolution are expressed as a percentag today
today todaye of votes validly cast for that resolution.
4. 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 nor in the
calculation of the proportion of "Total issued share capital instructed" for
any resolution.
5. The number of shares in issue at close of business on 23 June 2023 was
278,276,392 (the "Share Capital") and at that time, the Company held
104,339,273 shares in treasury.
6. The proportion of "Total issued share capital instructed" for any resolution
is the total of votes validly cast for that resolution (i.e. the total votes
"For" and "Against" that resolution) expressed as a percentage of the Share
Capital.
7. 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
www.vpcspecialtylending.com.
8. A copy of resolutions 11-13 passed at the AGM will shortly be submitted to the
National Storage Mechanism and will be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
9. The complete poll results will be available shortly on the Company's website
at www.vpcspecialtylending.com (http://www.vpcspecialtylending.com)
Link Company Matters Limited
Secretary
LEI: 549300UPEXC5DQB81P34
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