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Result of AGM

17th Jun 2025 14:24

RNS Number : 2320N
Alphawave IP Group PLC
17 June 2025
 

 

Alphawave IP Group plc

Result of Annual General Meeting

 

 

Alphawave IP Group plc (the "Company") announces that at its annual general meeting ("AGM") held earlier today at the offices of Linklaters LLP, One Silk St, London EC2Y 8HQ, each of the resolutions as set out in the Notice of AGM were passed by the requisite majority. Each of the resolutions put to the AGM was voted on by a poll of shareholders. The results received for each resolution were as follows:

 

No.

Resolution

 

For

Against

 

Votes Withheld

Total issued share capital instructed

Number of shares

%

Number of shares

%

Number of shares

%

1

To receive the Directors' Report, Auditor's Report and Financial Statements for the year ended 31 December 2024.

474,075,098

99.99%

26,518

0.01%

225,967

61.36

2

To approve the Directors' Remuneration Report

473,704,135

99.92%

397,836

0.08%

225,612

61.36

3

To approve the Directors' Remuneration Policy

425,550,299

89.76%

48,551,767

10.24%

225,517

61.36

4

To re-elect Tony Pialis as a Director of the Company.

473,619,629

99.90%

479,712

0.10%

228,242

61.36

5

To re-elect Jan Frykhammar as a Director of the Company.

471,705,281

99.50%

2,388,099

0.50%

234,203

61.36

6

To re-elect Michelle Senecal de Fonseca as a Director of the Company

440,792,806

92.98%

33,295,574

7.02%

239,203

61.36

7

To elect David Reeder as a Director of the Company

473,694,662

99.92%

389,408

0.08%

243,513

61.36

8

To elect Weili Dai as Director

473,093,085

99.79%

990,985

0.21%

243,513

61.36

9

To elect Rahul Mathur as Director

473,301,833

99.83%

786,547

0.17%

239,203

61.36

10

To re-appoint KPMG LLP as Auditors of the Company.

471,979,955

99.55%

2,116,162

0.45%

231,466

61.36

11

To authorise the Audit Committee to determine the Auditor's remuneration.

474,062,011

99.99%

34,716

0.01%

230,856

61.36

12

To authorise the Company to make political donations.

472,862,652

99.74%

1,245,159

0.26%

219,772

61.36

13

To authorise the Directors to allot shares.

472,739,574

99.72%

1,337,009

0.28%

250,980

61.36

14*

To authorise the Directors to disapply pre-emption rights without restriction as to use

463,004,240

97.67%

11,065,664

2.33%

257,659

61.36

15*

To authorise the Directors to disapply pre-emption rights for acquisitions or specified

capital investments

462,954,828

97.66%

11,114,313

2.34%

258,422

61.36

16*

To authorise the Company to purchase own shares.

474,062,011

99.99%

36,562

0.01%

262,543

61.36

17

To approve the Rule 9 Buyback Waiver Resolution

162,205,219

76.20%

50,661,998

23.80%

231,410

27.55

18

To approve the Rule 9 LTIP Waiver Resolution

162,197,619

76.20%

50,664,598

23.80%

236,410

27.55

19

To approve the amendment to the rules of the Alphawave IP Group PLC Long Term

Incentive Plan

338,683,272

87.46%

48,547,868

12.54%

87,096,443

50.12

20*

To authorise the Company to call a general meeting on not less than 14 clear days' notice

472,691,693

99.70%

1,414,401

0.30%

221,489

61.36

* special resolution

 

 

In accordance with the provisions of the City Code, each member of the Founder Concert Party (being Rajeevan Mahadevan, Tony Pialis and Jonathan Rogers), is considered to be interested in the outcome of Resolution 17 (Approval of the Rule 9 Buyback Waiver Resolution) and Resolution 18 (Approval of the Rule 9 LTIP Waiver Resolution). Accordingly, each of them has not voted on these resolutions. The two Resolutions have therefore been approved by a majority of the votes cast by the independent shareholders of the Company.

 

Since the 2024, AGM the Company has engaged with shareholders regarding both Resolution 17 and 18 and is delighted that the two Resolutions passed with 76.20% (for Resolution 17) and 76.19% (for Resolution 18) of participating independent shareholders voting in favour. However, as 23.80% (for Resolution 17) and 23.81% (for Resolution 18) of participating independent shareholders voted against the two resolutions, the independent directors will continue to engage as appropriate with those shareholders who did not support the two Resolutions in order to understand the reasons for their votes against the proposals and to continue a transparent and constructive dialogue in this area. The independent directors will take such reasons into account when considering whether or not to propose the two Resolutions again next year.

 

The independent directors continue to consider that maintaining the ability for the Company to buy back shares is in the best interests of all shareholders.

 

 

*Special Resolution

 

NOTES:

 

1.

Votes "For" and "Against" any resolution are expressed as a percentage (rounded to two decimal places) of votes validly cast for that resolution.

 

2.

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 total capital instructed.

 

3.

The number of shares in issue at close of business on 13 June 2025 was 772,631,208. There were no shares held in treasury. The total number of voting rights in the Company is therefore 772,631,208. Up to 61.36% of voting capital was instructed (excluding votes withheld).

4.

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 https://www.awaveip.com/en/investors/

5.

Copies of the appropriate resolutions will be made available for inspection from the National Storage Mechanism, situated at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

6.

These poll results (which include proxy results lodged before the AGM) will be available shortly on the Company's website at https://www.awaveip.com/en/investors/

 

For further information about this announcement please contact:

 

MUFG Corporate Markets

A division of MUFG Pension & Market Services

Company Secretary

Email: [email protected]

 

 

17 June 2025

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END
 
 
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