RNS Number : 9693G
Palace Capital PLC
29 July 2021
29 July 2021
Palace Capital plc
("Palace Capital" or the "Company")
Result of AGM
Palace Capital (LSE: PCA), the Main Market REIT that has a UK regional commercial real estate portfolio focused on the office and industrial sectors in carefully selected locations outside of London, announces that at the Company's Annual General Meeting held earlier today, all resolutions were duly passed.
The resolutions were as set out in the Notice of Meeting, as filed with the National Storage Mechanism (https://data.fca.org.uk/#/nsm/nationalstoragemechanism) and are also available on the Company's website, www.palacecapitalplc.com.
There are a total of 46,288,928 ordinary shares in issue, excluding shares held in Treasury.
All resolutions were passed with resolutions 1 to 14 passed as ordinary resolutions and resolutions 15 to 18 passed as special resolutions.
The total votes cast were as follows:
|
Resolution |
In Favour Votes |
Against Votes |
Withheld Votes |
|||
|
|
No. |
% |
No. |
% |
|
|
|
1 Receive and approve the Accounts |
31,086,643 |
100% |
0 |
0% |
2,314,495 |
|
|
2 Receive and approve the Directors' Remuneration report |
30,812,882 |
92.83% |
2,380,320 |
7.17% |
207,936 |
|
|
3 Receive and approve the Directors' Remuneration policy |
28,048,824 |
84.50% |
5,144,377 |
15.50% |
207,937 |
|
|
4 Declare a final dividend of 3p |
33,400,365 |
99.99%
|
773 |
0.01% |
0 |
|
|
5 Re-appoint BDO LLP |
33,398,115 |
99.99% |
3,023 |
0.01% |
0 |
|
|
6 Authorise the Audit & Risk Committee to determine the auditors' remuneration |
33,398,115 |
99.99% |
3,023 |
0.01% |
0 |
|
|
7 Re-elect Mickola Wilson |
27,930,574 |
83.63% |
5,465,564 |
16.37% |
5,000 |
|
|
8 Re-elect Stanley Davis |
22,376,127 |
79.75% |
5,681,547 |
20.25% |
5,343,464 |
|
|
9 Re-elect Neil Sinclair |
31,077,322 |
93.06% |
2,318,816 |
6.94% |
5,000 |
|
|
10 Re-elect Richard Starr |
31,078,822 |
93.06% |
2,317,316 |
6.94% |
5,000 |
|
|
11 Re-elect Stephen Silvester |
33,393,317 |
99.99% |
2,821 |
0.01% |
5,000 |
|
|
12 Re-elect Kim Taylor-Smith |
24,583,514 |
81.84% |
5,454,991 |
18.16% |
3,362,633 |
|
|
13 Re-elect Paula Dillon |
29,940,147 |
96.33% |
1,141,496 |
3.67% |
2,319,495 |
|
|
14 The Directors be authorised to allot shares in the Company |
29,026,119 |
93.37% |
2,059,853 |
6.63% |
2,315,166 |
|
|
15 General disapplication of pre-emption rights |
29,048,135 |
93.46% |
2,034,149 |
6.54% |
2,318,854 |
|
|
16 Additional authority to disapply pre-emption rights |
29,057,274 |
93.47% |
2,028,698 |
6.53% |
2,315,166 |
|
|
17 Market purchase of own shares |
33,390,551 |
99.97% |
10,587 |
0.03% |
0 |
|
|
18 Calling general meetings on 14 days' notice |
31,028,693 |
99.81% |
57,950 |
0.19% |
2,314,495 |
|
A vote withheld is not a vote in law and is not counted in the calculation of the number or % of votes "For" or "Against" a resolution.
The Board would like to thank shareholders for their engagement and support ahead of the AGM. While most of the resolutions were passed with significant majorities, the Board notes that resolution 8 (re-election of Stanley Davis) was passed with the necessary majority but with less than 80% of support.
The Company extensively engaged with its major shareholders in the lead up to the AGM to better understand their concerns. It is the Board's understanding that the votes against the re-election of the Chairman were primarily driven by his having been in office for over nine years. While the Board were of the view that retaining the Chairman's knowledge and expertise would be in the best interests of shareholders, in advance of the AGM, on 27 July 2021, the Chairman announced his retirement from the Board in recognition of the concerns of some shareholders.
The Company will continue to engage with its shareholders and in accordance with the provisions of the 2018 UK Corporate Governance Code, the Board will provide an update on this engagement within six months of the AGM.
For further information please contact:
PALACE CAPITAL PLC
Neil Sinclair, Chief Executive
Stephen Silvester, Chief Financial Officer
Tel. 44 (0)20 3301 8331
Broker
Numis Securities
Heraclis Economides / George Fry
Tel: 44 (0)20 7260 1000
Broker
Arden Partners plc
Corporate Finance: Paul Shackleton / Elliot Mustoe
Corporate Broking: James Reed-Daunter
Tel: 44 (0)207 614 5900
Financial PR
FTI Consulting
Claire Turvey / Katie Hughes
Tel: 44 (0)20 3727 1000
palacecapital@fticonsulting.com
About Palace Capital plc
Palace Capital plc (LSE: PCA) is a UK REIT that has a £274 million diversified portfolio of UK regional commercial property. The Company maintains a disciplined investment strategy focused on towns and cities outside of London that are characterised by thriving local economies and strengthening fundamentals. Within those locations the highly experienced management team select assets that provide opportunities to drive both capital value and long-term rental income through tailored active asset management programmes ultimately delivering attractive shareholder returns.
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