Custodian REIT PLC Results of Annual General Meeting (0450D)
24 1월 2015 - 1:52AM
UK Regulatory
TIDMCREI
RNS Number : 0450D
Custodian REIT PLC
23 January 2015
23 January 2015
Custodian REIT plc
("Custodian REIT" or the "Company")
Results of Annual General Meeting
Custodian REIT (LSE: CREI), the UK property investment company,
is pleased to announce that following the Annual General Meeting of
the Company, which was held on 21 January 2014, all 12 resolutions
proposed at the meeting were passed. A summary of the results of
the poll on each resolution is set out below:
Resolution Total votes Votes Votes Votes
validly cast for against withheld(1)
--------------------------- ---------------------------------- ----------------- ---------------- ----------------
Number % of
issued
ordinary
share
capital(2)
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
1. THAT the Company's
annual accounts
for the period
from 27 January
2014 to 24 March
2014, together
with the reports
of the directors
and auditor of
the Company thereon,
be received and
adopted. 31,362,811 20.12 31,304,682 58,129 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
2. TO approve the
directors'
remuneration
policy, set out
on page 7 of the
directors'
remuneration
report, which takes
effect immediately
after the end of
the annual general
meeting at which
this resolution
is proposed. 31,362,811 20.12 30,909,472 451,339 2,000
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
3. TO approve the
directors'
remuneration
report (excluding
the directors'
remuneration policy,
set out on page
7 of the directors'
remuneration report)
for the period
ended 24 March
2014. 31,362,811 20.12 30,909,472 451,339 2,000
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
4. THAT David Ian
Hunter be re-elected
as a director. 31,362,811 20.12 31,362,811 0 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
5. THAT Barry Gordon
Gilbertson be
re-elected
as a director. 31,362,811 20.12 31,362,811 0 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
6. THAT Ian Thomas
Mattioli be
re-elected
as a director. 31,362,811 20.12 31,266,094 96,717 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
7. THAT Matthew
Wadman John Thorne
be re-elected as
a director. 31,362,811 20.12 31,362,811 0 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
8. THAT Deloitte
LLP be re-appointed
as auditor to the
Company until the
conclusion of the
next annual general
meeting of the
Company. 31,362,811 20.12 30,404,761 728,129 229,921
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
9. THAT the directors
be authorised to
agree and fix the
auditor's
remuneration. 31,362,811 20.12 31,362,811 0 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
10. THAT, in
accordance
with the provisions
of section 551
of the Companies
Act 2006 (the "Act"),
the directors of
the Company be
and are hereby
generally and
unconditionally
authorised (in
substitution for
all previous
authorities
conferred upon
the directors of
the Company pursuant
to section 551
of the Act but
without prejudice
to the allotment
of any shares or
grant of rights
already made or
offered or agreed
to be made pursuant
to such authorities)
to exercise all
or any of the powers
of the Company
to allot or grant
rights to subscribe
for or to convert
any security into
shares of up to
an aggregate nominal
value equal to
GBP1,441,443.41
(equivalent to
144,144,341 ordinary
shares of GBP0.01
each in the capital
of the Company),
to such persons
at such times and
generally on such
terms and conditions
as the directors
of the Company
may determine
(subject
always to the
articles
of association
of the Company)
provided that this
authority, unless
it is (prior to
its expiry) duly
revoked or varied
or renewed, shall
expire at the
conclusion
of the next annual
general meeting
of the Company
or, if earlier,
15 months after
the passing of
this resolution,
save that the
directors
of the Company
may, before such
expiry, make an
offer or agreement
which would or
might require shares
to be allotted
or rights to
subscribe
for or convert
any security into
shares to be granted
after such expiry
and the directors
of the Company
may allot shares
or grant such rights
in pursuance of
such offer or
agreement
as if the authority
conferred hereby
had not expired. 31,362,811 20.12 30,352,943 306,004 703,864
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
SPECIAL BUSINESS
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
11. THAT, subject
to and conditional
upon the passing
of the resolution
numbered 10 in
the notice convening
the meeting at
which this resolution
is proposed (the
"Notice") and in
substitution for
all existing and
unexercised
authorities
and powers, the
directors of the
Company be empowered
pursuant to section
570 and 573 of
the Act to allot
equity securities
(as defined in
section 560 of
the Act) pursuant
to the authority
conferred upon
them by the
resolution
numbered 10 in
the Notice as if
section 561 of
the Act did not
apply to any such
allotment provided
that this authority
and power shall
be limited to:
(a) the allotment
of equity securities
(other than pursuant
to paragraph (b)
below) up to an
aggregate nominal
amount equal to
GBP1,441,443.41
(equivalent to
144,144,341 ordinary
shares of GBP0.01
each in the capital
of the Company
("Ordinary Shares"));
and
(b) the allotment
of equity securities
in connection with
a rights issue,
open offer or other
offer of securities
in favour of the
holders of Ordinary
Shares on the
register
of members at such
record dates as
the directors of
the Company may
determine and other
persons entitled
to participate
therein where the
equity securities
respectively
attributable
to the interests
of the holders
of Ordinary Shares
are proportionate
(as nearly as may
be) to the respective
numbers of Ordinary
Shares in the Company
held or deemed
to be held by them
on any such record
dates (which shall
include the allotment
of equity securities
to any underwriter
in respect of such
issue or offer),
subject to such
exclusions or other
arrangements as
the directors of
the Company may
deem necessary
or expedient to
deal with fractional
entitlements or
legal or practical
problems arising
under the laws
of any overseas
territory or the
requirements of
any regulatory
body or stock
exchange
or by virtue of
shares being
represented
by depositary
receipts
or any other matter
whatever;
provided that this
authority and power
shall expire at
the conclusion
of the next annual
general meeting
or, if earlier,
15 months after
the passing of
this resolution,
save that the Company
may, before the
expiry of such
period, make an
offer or agreement
which would or
might require equity
securities to be
allotted after
such expiry and
the directors of
the Company may
allot equity
securities
in pursuance of
such offer or
agreement
as if the power
conferred by this
resolution had
not expired. 31,362,811 20.12 30,295,155 1,065,656 2,000
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
12. THAT a general
meeting, other
than an annual
general, may be
called on not less
than 14 clear days'
notice. 31,362,811 20.12 31,250,170 112,641 0
--------------------------- ----------------- --------------- ----------------- ---------------- ----------------
1 A vote withheld is not a vote in law and is not counted in the
calculation of the votes for or against a resolution
2 The number of ordinary shares in issue at 9.00 a.m. on 21
January 2015 was 155,855,659
The full text of all of the resolutions can be found in the
Notice of Annual General Meeting which is available for viewing at
the National Storage Mechanism (which can be located at
www.morningstar.co.uk/uk/NSM) and at the Company's website,
www.custodianreit.com.
A copy of those resolutions passed at the meeting as special
business has also been submitted to the Financial Conduct Authority
via the National Storage Mechanism and will shortly be available
for inspection at www.morningstar.co.uk/uk/NSM.
- Ends -
This information is provided by RNS
The company news service from the London Stock Exchange
END
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