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Result of AGM

30th Oct 2014 10:29

REDDE PLC - Result of AGM

REDDE PLC - Result of AGM

PR Newswire

London, October 30

30th October 2014 Redde plc ("the Company") At the Annual General Meeting of the above named company, duly convened andheld at the offices of Berwin Leighton Paisner, Adelaide House, London Bridge,London, EC4R 9HA on Thursday 30th October 2014 at 10.00 a.m. the followingresolutions were passed on a show of hands as to resolutions 1 to 5 (inclusive)and resolution 8 as ordinary resolutions and as to resolutions 6 and 7 asspecial resolutions. Resolution 1 To receive and adopt the financial statements for the financial year ended 30thJune 2014 and receive the Directors' and Auditors' reports. Resolution 2 To re-elect Avril Palmer-Baunack as a director. Resolution 3 To appoint KPMG LLP as auditors to the Company until the conclusion of the nextgeneral meeting of the Company at which accounts are laid. Resolution 4 To authorise the directors to fix the auditors' remuneration. Resolution 5 That the directors be generally and unconditionally authorised in accordancewith section 551 of the Companies Act 2006 (the "Act") to allot: a. shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of £ 93,696.50; and in addition b. equity securities of the Company (within the meaning of section 560 of the Act) in connection with an offer of such securities by way of a rights issue up to an aggregate nominal amount of £93,696.50, provided that this authority shall expire on 30 December 2015 or, if earlier,the conclusion of the next annual general meeting of the Company but, in eachcase, so that the Company may, before such expiry, make an offer or agreementwhich would or might require shares to be allotted or rights to subscribe foror convert securities into shares to be granted after such expiry and thedirectors may allot shares or grant rights to subscribe for or convertsecurities into shares pursuant to such an offer or agreement as if thisauthority had not expired. "rights issue" means an offer to: 9. holders of ordinary shares in the capital of the Company in proportion (as nearly as may be practicable) to the respective number of ordinary shares held by them; and 10. holders of other equity securities if this is required by the rights of those securities or, if the directors consider it necessary, as permitted by the rights of those securities, to subscribe for further securities by means of the issue of a renounceableletter (or other negotiable document) which may be traded for a period beforepayment for the securities is due, but subject in both cases to such exclusionsor other arrangements as the directors may deem necessary or expedient inrelation to treasury shares, fractional entitlements, record dates or legal,regulatory or practical problems in, or under the laws of, any territory or anyother matter. Resolution 6 That subject to and conditional on the passing of resolution number 5, thedirectors be empowered, pursuant to section 570 of the Act, to allot equitysecurities (within the meaning of section 560 of the Act) for cash pursuant tothe authority conferred by resolution number 5 and/or where the allotmentconstitutes an allotment of equity securities by virtue of section 560(3) ofthe Act, in each case: a. in connection with an offer of such securities by way of a rights issue (as defined in resolution number 5); and b. (otherwise than pursuant to paragraph 6(a) above), up to an aggregate nominal amount of £28,108.96, as if section 561(1) of the Act did not apply to any such allotment, suchauthority to expire on 30 December 2015 or, if earlier, the conclusion of thenext annual general meeting of the Company, save that the Company may, beforesuch expiry, make an offer or agreement which would or might require equitysecurities to be allotted after such expiry and the directors may allot equitysecurities in pursuance of such an offer or agreement as if this power had notexpired. Resolution 7 That the Company be generally and unconditionally authorised to make marketpurchases (within the meaning of section 693(4) of the Act) of ordinary sharesof 0.01 pence each in the capital of the Company on such terms and in suchmanner as the directors may from time to time determine, provided that: a. the maximum number of ordinary shares hereby authorised to be acquired is 28,108,960 representing approximately 10 per cent. of the issued ordinary share capital of the Company; b. the minimum price (excluding expenses) which may be paid for any such ordinary share is 0.1 pence; c. the maximum price (excluding expenses) which may be paid for any such ordinary share is the higher of: i. an amount equal to 105 per cent. of the average market value of an ordinary share in the Company for the 5 business day prior to the day the purchase is made; and ii. the value of an ordinary share calculated on the basis of the higher of the price quoted for: A. the last independent trade of; and B. the highest current independent bid for, any number of the Company's ordinary shares on the trading venue where thepurchase is carried out; and d. the authority hereby conferred shall expire (unless previously renewed, varied or revoked) on 30 December 2015 or, if earlier, the conclusion of the next annual general meeting of the Company (except in relation to the purchase of ordinary shares the contract for which was concluded before the expiry of this authority and which will or may be executed wholly or partly after such expiry). Resolution 8 To declare a final dividend of 3.5 pence per ordinary share recommended by thedirectors. CONTACT: Name: Nick TilleyCompany SecretaryTelephone: 01225 321207Date: 30th October 2014

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