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REG - VPC Specialty - Result of AGM

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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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