23rd Jan 2017 15:45
REDEFINE INTERNATIONAL P.L.C.
("Redefine International" or the "Company")
(Registered number 010534V)
LSE share code: RDI
JSE share code: RPL
ISIN: IM00B8BV8G91
Annual General Meeting Voting Results
Redefine International, the FTSE 250 income-focused UK-REIT, announces that at the Annual General Meeting ("AGM") held today, all the proposed resolutions were duly passed by the required majority on votes conducted by way of a poll.
As a company with a controlling shareholder, and in accordance with LR9.2.2E of the Listing Rules of the UKLA, the re-election of the independent Non-executive Directors, namely resolutions 4 to 7, were approved by (i) all shareholders and (ii) the independent shareholders.
The results of voting by all shareholders on the resolutions, which can be found in the Notice of the AGM, were as follows:-
Resolution | For | % | Against | % | Withheld* | |
1. | To adopt the Group and Company's audited financial statements for the year ended 31 August 2016 together with the reports of the Directors and Independent Auditors | 1,252,148,101 | 100.00% | 42,034 | 0.00% | 9,119,295 |
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2 | To approve the Directors Annual Report on Remuneration | 1,246,629,118 | 99.57% | 5,375,309 | 0.43% | 9,225,003 |
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3 | To re-elect GA Clarke as a Director | 1,212,534,711 | 96.99% | 37,661,435 | 3.01% | 13,556,153 |
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4 | To re-elect MJW Farrow as an Independent Director | 1,252,543,719 | 99.84% | 2,004,320 | 0.16% | 9,204,260 |
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5 | To re-elect GR Tipper as an Independent Director | 1,215,459,547 | 96.88% | 39,088,492 | 3.12% | 9,204,260 |
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6 | To re-elect SE Ford as an Independent Director | 1,216,903,721 | 97.00% | 37,644,318 | 3.00% | 9,204,260 |
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7 | To re-elect R Orr as an Independent Director | 1,253,428,121 | 99.91% | 1,119,918 | 0.09% | 9,204,260 |
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8 | To re-elect M Wainer as a Director | 1,206,014,540 | 96.48% | 44,024,013 | 3.52% | 13,713,746 |
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9 | To re-elect B Nackan as a Director | 1,204,314,983 | 96.47% | 44,044,662 | 3.53% | 15,392,654 |
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10 | To re-elect MJ Watters as a Director | 1,214,178,841 | 96.98% | 37,846,329 | 3.02% | 9,204,260 |
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11 | To re-elect SJ Oakenfull as a Director | 1,214,194,140 | 96.98% | 37,831,030 | 3.02% | 9,204,260 |
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12 | To re-elect D Grant as a Director | 1,214,192,005 | 96.98% | 37,833,165 | 3.02% | 9,204,260 |
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13 | To re-elect A Horsburgh as a Director | 1,214,195,576 | 96.98% | 37,829,594 | 3.02% | 9,204,260 |
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14 | To re-appoint KPMG as the Company's Independent Auditor | 1,249,739,536 | 99.81% | 2,320,564 | 0.19% | 9,169,330 |
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15 | To authorise the Directors to determine the remuneration of the Independent Auditor | 1,250,136,801 | 99.84% | 1,963,337 | 0.16% | 9,129,292 |
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16 | To approve the new Remuneration Policy | 1,000,333,466 | 79.91% | 251,542,808 | 20.09% | 9,433,156 |
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17 | To authorise the Directors to allot Ordinary Shares up to the limits contained in the Notice of the AGM | 994,637,293 | 79.44% | 257,434,252 | 20.56% | 9,157,885 |
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18 | To authorise the Directors to dis-apply pre-emption rights up to the limits stated in the Notice of AGM | 1,007,507,858 | 80.46% | 244,626,277 | 19.54% | 9,175,295 |
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19 | To authorise the Directors to dis-apply pre-emption rights in connection with a specified investment | 987,931,299 | 78.90% | 264,195,314 | 21.10% | 9,182,817 |
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20 | To authorise the Directors to make market purchases of own shares | 1,246,209,189 | 99.33% | 8,462,261 | 0.67% | 9,160,849 |
The results of voting by independent shareholders on resolutions 4 to 7, relating to the re-election of the independent Non-executive Directors, were as follows:-
Votes excluding controlling shareholders on the resolutions concerning the election or re-election of the Independent Non-Executive Directors. | ||||||
Resolution | For | % | Against | % | Withheld* | |
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4 | To re-elect MJW Farrow as a Director | 740,103,491 | 99.73% | 2,004,320 | 0.27% | 9,204,260 |
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5 | To re-elect GR Tipper as a Director | 703,019,319 | 94.73% | 39,088,492 | 5.27% | 9,204,260 |
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6 | To re-elect SE Ford as a Director | 704,463,493 | 94.93% | 37,644,318 | 5.07% | 9,204,260 |
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7 | To re-elect R Orr as a Director | 740,987,893 | 99.85% | 1,119,918 | 0.15% | 9,204,260 |
*It should be noted that a vote withheld is not a vote in law and will not be counted in the calculation of the proportion of the votes for and against the resolution.
The Company's total issued share capital as at 23 January 2017 is 1,811,739,822 ordinary shares of 8 pence each.
It has been noted that a proportion of shareholders have voted against:-
· Resolution 16 relating to the new Remuneration Policy. The rationale for amending the policy was explained in the Annual Report and the Company will discuss this matter further with shareholders to understand their objections; and
· Resolution 17, 18 and 19 relating to the Directors' authority to issue shares, which was largely opposed by South African shareholders. The Notice of the AGM explained that these authorities are in line with current UK guidelines and the Board is aware that such guidelines differ to those in South Africa and will continue to liaise with South African shareholders on such matters.
In accordance with LR 9.6.2 R of the Listing Rules of the UKLA, copies of all resolutions passed by the Company, other than resolutions concerning ordinary business, have been submitted to the UK's National Storage Mechanism and will shortly be available for inspection at: http://www.morningstar.co.uk/uk/NSM and can also be viewed on the Company's website, www.redefineinternational.com.
For further information:
Redefine International P.L.C. Mike Watters, Stephen Oakenfull, Janine Ackermann
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Tel: +44 (0) 20 7811 0100 |
FTI Consulting UK Public Relations Adviser Dido Laurimore, Claire Turvey, Ellie Sweeney
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Tel: +44 (0) 20 3727 1000 |
Instinctif Partners SA Public Relations Adviser Frederic Cornet, Lizelle du Toit
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Tel: +27 (0) 11 447 3030 |
Java Capital JSE Sponsor
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Tel: +27 (0) 11 722 3050 |
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Note to editors:
About Redefine International
Redefine International is an income focused FTSE 250 UK Real Estate Investment Trust (UK-REIT) committed to delivering superior distributions to its shareholders throughout the property cycle.
The Company's income driven total returns are underpinned by a diversified portfolio, together with an efficient capital structure. The continued transformation of both the corporate structure and asset base offer a solid foundation to drive further value. The diversified portfolio, independently valued at £1.53 billion, is focused in Europe's two strongest economies, being the United Kingdom and Germany. The portfolio is weighted towards well located properties across a range of sectors, including retail, offices, distribution and hotels, which benefit from strong demand and from which they can capture income and value growth by attracting high calibre occupiers on long leases. The Company's investment philosophy is to effectively allocate recycled capital from mature assets into sectors and locations with strong occupier fundamentals and individual assets with realisable upside.
Currently the secure income stream is supported by a diversified portfolio and tenant base, with a WAULT of 7.8 years complemented by an average debt maturity of 6.9 years of which over 95% of interest costs are either fixed or capped. The Company is focused on all aspects impacting shareholder distributions and boasts one of the lowest cost ratios in the industry whilst continuously driving a lower cost of debt.
Redefine International holds a primary listing on the London Stock Exchange and a secondary listing on the Johannesburg Stock Exchange and is included within the FTSE 250, EPRA and GPR indices.
The Company will be hosting a Capital Markets Day on Monday, 6 February 2017. The presentation and a live webcast will be available on the Company's website at 10:30am (UK time), 12:30pm (SA time) on Monday, 6 February 2017: www.redefineinternational.com.
For more information on Redefine International, please refer to the Company's website www.redefineinternational.com.
Related Shares:
RDI.L