4th Jun 2014 15:28
4 June 2014
Afren plc
("Afren")
Result of Annual General Meeting ("AGM")
Following the Annual General Meeting held on 4 June 2014, Afren is pleased to announce the results of the vote for each resolution as follows. All resolutions were duly passed by a show of hands. Resolutions 17, 18 and 19 were passed as special resolutions.
A breakdown of the proxies lodged prior to the AGM in respect of all resolutions is summarised below.
Resolutions | For | % of votes cast | Against | % of votes cast | Third Party Discretion | % of votes cast | Votes Withheld |
Resolution 1 To approve the financial statements and reports for the year ended 31 December 2013 | 678,841,610 | 99.72 | 1,838,202 | 0.27 | 50,652 | 0.01% | 27,811,538 |
Resolution 2 To approve the Director's Remuneration Report for the year ended 31 December 2013 | 628,884,503 | 91.78 | 56,248,663 | 8.21 | 50,652 | 0.01% | 23,358,184 |
Resolution 3 To approve the Director's Remuneration Policy | 623,202,750 | 91.62 | 56,954,726 | 8.37 | 50,652 | 0.01% | 28,333,874 |
Resolution 4 To re-elect Mrs Sheree Bryant as a director | 599,238,522 | 99.56 | 2,584,177 | 0.43 | 50,652 | 0.01% | 106,668,651 |
Resolution 5 To re-elect Mr Iain McLaren as a director | 620,337,222 | 90.80 | 62,788,068 | 9.19 | 50,652 | 0.01% | 25,366,060 |
Resolution 6 To re-elect Mr Egbert Imomoh as a director | 593,709,027 | 86.34 | 93,869,127 | 13.65 | 50,652 | 0.01% | 20,913,196 |
Resolution 7 To re-elect Mr Peter Bingham as a director | 672,758,125 | 98.48 | 10,367,165 | 1.52 | 50,652 | 0.01% | 25,366,060 |
Resolution 8 To re-elect Mr John St John as a director | 482,298,173 | 76.10 | 151,431,617 | 23.89 | 50,652 | 0.01% | 74,761,559 |
Resolution 9 To re-elect Mr Toby Hayward as a director | 678,890,410 | 98.73 | 8,688,644 | 1.26 | 50,652 | 0.01% | 20,912,296 |
Resolution 10 To re-elect Mr Ennio Sganzerla as a director | 679,289,784 | 98.79 | 8,289,270 | 1.21 | 50,652 | 0.01% | 20,912,296 |
Resolution 11 To re-elect Mr Patrick Obath as a director | 676,712,517 | 98.41 | 10,866,187 | 1.58 | 50,652 | 0.01% | 20,912,646 |
Resolution 12 To re-elect Mr Osman Shahenshah as a director | 685,870,910 | 99.74 | 1,707,794 | 0.25 | 50,652 | 0.01% | 20,912,646 |
Resolution 13 To re-elect Mr Shahid Ullah as a director | 524,467,502 | 77.99 | 147,942,812 | 22.00 | 50,652 | 0.01% | 36,081,035 |
Resolution 14 To re-elect Mr Darra Comyn as a director | 685,870,010 | 99.74 | 1,708,694 | 0.25 | 50,652 | 0.01% | 20,912,646 |
Resolution 15 To re-appoint Deloitte LLP as auditors | 665,803,567 | 97.55 | 16,667,036 | 2.44 | 50,652 | 0.01% | 26,020,747 |
Resolution 16 To authorise directors to allot relevant securities | 644,537,523 | 94.53 | 37,222,629 | 5.46 | 50,652 | 0.01% | 26,731,198 |
Resolution 17 To authorise directors for disapplication of pre-emption rights | 656,461,914 | 97.05 | 19,897,670 | 2.94 | 50,652 | 0.01% | 32,131,766 |
Resolution 18 To authorise Afren to make market purchases | 687,574,568 | 99.99 | 10,684 | 0.00 | 50,652 | 0.01% | 20,906,098 |
Resolution 19 To permit the 14 days' notice to call general meetings | 578,888,567 | 84.19 | 108,697,834 | 15.81 | 50,652 | 0.01% | 20,904,598 |
Notes
1. Any proxy arrangements which gave discretion to the Chairman have been included in the "for" totals.
2. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.
3. The total number of votes cast by proxy was 687,637,053.
4. The issued share capital of Afren as at 4 June 2014 is 1,102,575,145 ordinary shares.
5. All percentages are shown to two decimal points.
In accordance with Listing Rule 9.6.2, copies of resolutions 17, 18 and 19 will shortly be available for inspection on the National Storage Mechanism which can be accessed at www.hemscott.com/nsm.do.
Details of the proxy votes received will also shortly be available for viewing on Afren's website at www.afren.com.
At today's AGM the Chairman, Egbert Imomoh, opened the meeting with the following statement:
Afren continues to deliver on its strategy and consolidating its position as a leading independent upstream exploration and production company. 2013 was another strong year in which the Company achieved record financial results with revenue of US$1.64 billion and operating cash flow of US$1.22 billion, driven by strong production from the Ebok and Okoro fields, offshore Nigeria. Net average daily production during the period was 47,112 boepd, at the top end of our guidance range.
We also enjoyed several significant exploration and appraisal successes in 2013, further underpinning our credentials as an explorer. Our 2P reserves replacement ratio was 201%, a testament of our ability to grow organic reserves and de-risk our opportunity-rich portfolio. Our most notable exploration success was the basin-opening discovery at the Ogo-1 well on the OPL 310 license, offshore Nigeria with estimated P50 gross recoverable resources of 774 mmboe which was significantly ahead of pre-drilling expectations. This world-class discovery was the third largest discovery in the industry globally in 2013 and the largest in Nigeria for over a decade. In conjunction with our partners, we recently completed a fast-track 3D seismic acquisition programme and processing of the data will commence shortly ahead of planned appraisal drilling.
Elsewhere, in the Kurdistan region of Iraq, following the world-class discovery at the Simrit-2 well, we completed drilling the Simrit-3 well, confirming the eastern extent of the Simrit anticline, achieving a cumulative test rate of 6,293 bopd.
Our development programme remains on track to deliver further production and cash flow growth. We have seen recent progress at Ebok with the installation of the Central Fault Block extension platform, which is expected to be completed by the end of Q2 2014, with development drilling planned for Q3 2014 targeting additional reservoirs. Batch drilling has started on the North Fault Block from the West Fault Block platform with production to the existing MOPU. The Field Development Plans for the Okoro Further Field Development and for Okwok were recently approved by the Nigerian authorities. All of these projects are expected to generate high-margin cash flow for Afren. These developments, alongside the ongoing ramp-up in production from OML 26, onshore Nigeria, and the Barda Rash PSC, Kurdistan region of Iraq, are expected to contribute towards double-digit production growth over the next five years.
We continue to develop our portfolio in East Africa. Since the acquisition of Black Marlin in 2010, we have increased our seismic acquisition to 11,506 km of 2D seismic and 4,976 km2 of 3D seismic. This has enabled us to upgrade our mean net prospective resources to 8,501 mmboe. We look forward to further momentum on our exploration programme there.
I would like to say a few words about our corporate responsibility activities. In 2013 we altered how we describe our corporate responsibility areas of focus. We have adapted the IPIECA (the global oil and gas industry association for environment and social issues) industry guidelines so they are aligned with the information requirements of our key stakeholders. We now refer to environment and climate change, health and safety, people, communities and business conduct as our key areas of focus. Afren participated in a wide range of initiatives within the communities across our countries of operation in 2013. The Company has also recently become a Supporting Company of the Extractive Industries Transparency Initiative, which has been set up to increase the transparency of reporting of payments made by oil and gas and mining companies to host governments.
Since Afren's last AGM we have further strengthened the Afren Board with the appointment of two new non-executive directors, Sheree Byrant and Iain McLaren. Ms Byrant brings with her a wealth of experience in corporate social responsibility, utilising her experience to evaluate and enhance the effectiveness of our various CSR initiatives across our operations. Upon joining the Board, Mr McLaren has become a member of our Audit and Risk Committee where his extensive experience with the broader oil and gas industry will be particularly valuable.
Finally, I would like to say a few words about Afren's remuneration policy. After much consultation with shareholders and shareholder advisory bodies we have extensively reviewed our remuneration policy since last year's AGM, incorporating valuable feedback. We trust the changes we have made will address the concerns of shareholders. The aim of the policy is to attract and retain the most able people in a highly competitive talent market. We believe this will lead to a sustained increase in the value of the Company for the benefit of all its stakeholders.
With a strong pipeline of development projects and an unprecedented exploration opportunity set being worked on by Afren's team of talented and dedicated staff, the Company now has an exceptional platform to realise further value for our shareholders in 2014 and beyond.
Contacts
Afren plc (+ 44 20 7864 3700)
Elekwachi Ukwu
Company Secretary
Simon Hawkins
Investor Relations
For media enquiries:
Pelham Bell Pottinger (+44 20 7861 3232)
James Henderson
Mark Antelme
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