25th May 2016 14:02
25 May 2016
Paysafe Group plc
Results of Annual General Meeting
Paysafe Group plc (LSE: PAYS, the "Company") announces the results of its Annual General Meeting held today.
Voting was conducted on a poll, the results of which are shown in the table below:
Resolution | For (and % of Total Votes) | Against (and % of Total Votes) | Total Votes (Excluding Withheld) | Withheld |
Resolution 1: To receive the Annual Report, including the reports of the Directors and the Auditor, for the year ended 31 December 2015. | 358,494,557 (99.92%) | 294,358 (0.08%) | 358,788,915 | 20,051 |
Resolution 2: To approve the Directors' Remuneration Report. | 158,662,964 (48.33%) | 169,655,133 (51.67%) | 328,318,097 | 30,490,869 |
Resolution 3: To approve the Remuneration Policy. | 303,209,599 (87.57%) | 43,039,956 (12.43%) | 346,249,555 | 12,559,411 |
Resolution 4: To authorise the continued operation of the Paysafe Group Long Term Incentive Plan, including an amended individual annual award limit. | 307,083,991 (88.69%) | 39,161,524 (11.31%) | 346,245,515 | 12,563,451 |
Resolution 5: To authorise the Directors to operate the Paysafe Sharesave Plan in the United States of America. | 354,841,627 (98.90%) | 3,963,299 (1.10%) | 358,804,926 | 4,040 |
Resolution 6: To reappoint Dennis Jones as a Director. | 358,209,169 (99.83%) | 599,797 (0.17%) | 358,808,966 | 0 |
Resolution 7: To reappoint Joel Leonoff as a Director. | 353,614,553 (98.55%) | 5,194,413 (1.45%) | 358,808,966 | 0 |
Resolution 8: To reappoint Brian McArthur-Muscroft as a Director. | 352,264,553 (98.18%) | 6,544,413 (1.82%) | 358,808,966 | 0 |
Resolution 9: To reappoint Andrew Dark as a Director. | 350,220,535 (97.61%) | 8,588,431 (2.39%) | 358,808,966 | 0 |
Resolution 10: To reappoint Ian Francis as a Director. | 357,351,286 (99.59%) | 1,457,680 (0.41%) | 358,808,966 | 0 |
Resolution 11: To reappoint Brahm Gelfand as a Director. | 357,944,539 (99.76%) | 864,150 (0.24%) | 358,808,689 | 277 |
Resolution 12: To reappoint Ian Jenks as a Director. | 350,151,382 (99.88%) | 413,971 (0.12%) | 350,565,353 | 8,243,613 |
Resolution 13: To reappoint KPMG Audit LLC as Auditor of the Company. | 346,125,876 (96.47%) | 12,683,090 (3.53%) | 358,808,966 | 0 |
Resolution 14: To authorise the Directors to determine the remuneration of the Auditor. | 343,180,034 (95.64%) | 15,628,932 (4.36%) | 358,808,966 | 0 |
Resolution 15: Special Resolution: To authorise the Directors to make market purchases of the Company's securities. |
358,457,930 (99.90%)
|
350,036 (0.10%)
| 358,807,966 | 1,000 |
Resolution 16: Special Resolution: To authorise the Directors to allot securities. | 346,579,842 (96.59%) | 12,225,458 (3.41%) | 358,805,300 | 3,666 |
Resolution 17: Special Resolution: To authorise the Directors to allot securities for cash other than on a pro-rata basis to shareholders. | 338,177,820 (98.96%) | 3,571,225 (1.04%) | 341,749,045 | 17,059,921 |
The Company is pleased that Resolutions 1 and 3-17, including the Company's Remuneration Policy, were approved. The Remuneration Policy is intended to be applied over the next three years
In the context of approval of its Remuneration Policy, the Company is disappointed at the result of the advisory vote on the Directors' Remuneration Report and intends to continue its dialogue with shareholders on pay and wider governance matters in 2016. A number of shareholders have communicated specific areas of concern to the Company and we will seek to engage on these issues. The points communicated related to the period prior to the Company's admission to the Official List (when the Company was quoted on AIM, where remuneration practice is different) or to the transition in preparation for adoption of the new Remuneration Policy now approved by shareholders. The Company looks forward to demonstrating to its shareholders the operation of the approved policy during the course of 2016.
As required by the Listing Rules, a copy of all the resolutions passed, other than those concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM.
For further information please contact:
Paysafe Group plc
Michelle Singleton, VP Investor Relations
+44 (0) 20 3826 9800 / [email protected]
Gavin Haycock, SVP Corporate Communications
+44 (0) 20 3826 9767 / [email protected]
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Paysafe Group