31st Jul 2018 16:31
Hibernia REIT plc
31 July 2018
Results of Annual General Meeting 2018Hibernia REIT plc ("Hibernia" or the "Company") announces that at the Annual General Meeting held on 31 July 2018 all the resolutions set out in the notice of meeting were duly passed by the shareholders.
Details of voting on the resolutions put to shareholders at the Annual General Meeting are as follows:
No | Resolution | For or at the Chairman's Discretion | % | Against | % | Votewithheld |
1 | Consideration of the Annual Report and Reports of the Directors and Auditors | 547,290,253 | 99.88% | 644,973 | 0.12% | 321,618 |
2 | To declare a final dividend of 1.9 cent per share | 547,611,871 | 99.88% | 644,973 | 0.12% | 0 |
3A | To re-appoint Daniel Kitchen as Director | 485,211,128 | 90.10% | 53,297,728 | 9.90% | 9,747,988 |
3B | To re-appoint Kevin Nowlan as Director | 545,604,004 | 99.52% | 2,652,840 | 0.48% | 0 |
3C | To re-appoint Thomas Edwards-Moss as Director | 544,724,837 | 99.36% | 3,532,007 | 0.64% | 0 |
3D | To re-appoint Colm Barrington as Director | 378,452,382 | 69.03% | 169,804,462 | 30.97% | 0 |
3E | To re-appoint Stewart Harrington as Director | 515,353,781 | 94.00% | 32,903,063 | 6.00% | 0 |
3F | To re-appoint Terence O'Rourke as Director | 515,353,781 | 94.00% | 32,903,063 | 6.00% | 0 |
3G | To re-appoint Frank Kenny as Director | 534,634,605 | 97.52% | 13,621,847 | 2.48% | 392 |
4 | To authorise the Directors to determine the remuneration of the Auditors | 548,256,844 | 100.00% | 0 | 0.00% | 0 |
5 | To consider the continuation in office of the Auditors | 548,256,844 | 100.00% | 0 | 0.00% | 0 |
6 | Authority to allot relevant securities up to customary limits | 445,802,963 | 81.31% | 102,451,881 | 18.69% | 2,000 |
7 | To receive and consider the Directors' Annual Report on Remuneration | 334,980,162 | 61.67% | 208,242,494 | 38.33% | 5,034,188 |
8 | To receive and consider the Directors' Remuneration Policy | 515,896,303 | 94.10% | 32,356,441 | 5.90% | 4,100 |
9 | To approve the Company's Annual and Deferred Bonus Plan | 547,335,270 | 99.83% | 917,474 | 0.17% | 4,100 |
10 | To approve the Company's Long Term Incentive Plan | 515,177,697 | 93.97% | 33,075,047 | 6.03% | 4,100 |
11 | To authorise the Directors to hold certain EGMs on 14 days' notice | 483,884,006 | 88.26% | 64,372,838 | 11.74% | 0 |
12 | Authority to disapply statutory pre-emption rights in specified circumstances | 504,162,324 | 99.59% | 2,050,364 | 0.41% | 42,044,156 |
13 | Authority to disapply pre-emption rights in additional specified circumstances | 479,152,688 | 94.65% | 27,060,000 | 5.35% | 42,044,156 |
14 | Authority to make market purchases and overseas market purchases of Company's own shares | 547,567,289 |
100.00% |
0 |
0.00% |
689,555 |
15 | Determination of the price range for the re-issue of treasury shares off-market | 548,254,844 | 100.00% | 0 | 0.00% | 2,000 |
The Company notes the votes cast against Resolutions 3D and 7 and makes the following comments:
i) Mr Barrington is planning to reduce his board commitments by 30 September 2018; and
ii) The Company consulted a significant number of shareholders, both prior to and after the publication of the AGM Notice, on the proposed new Remuneration Policy and the voting recommendations of the proxy advisers. While shareholders have voted significantly in favour of the new Remuneration Policy some shareholders have expressed concerns over the rate of salary increases for the Executive Directors and consequently have voted against Resolution 7 dealing with the Remuneration Report. The Remuneration Committee and the Board believe that it is appropriate and in the best interests of the Company to increase the salaries to the proposed levels now. The Board also believes that the new remuneration structure approved by the shareholders will deliver material cost savings for Hibernia compared with the current arrangements. The Company will continue to discuss the matter with shareholders and provide an update in next year's Remuneration Report.
ENDS
Contacts:
Hibernia REIT plc +353 1 536 9100
Sean O'Dwyer, Company Secretary
Murray Consultants
Doug Keatinge: +353 86 037 4163, [email protected]
Jill Farrelly: +353 87 738 6608, [email protected]
About Hibernia REIT plc
Hibernia REIT plc is an Irish Real Estate Investment Trust ("REIT"), listed on Euronext Dublin and the London Stock Exchange. Hibernia owns and develops property and specialises in Dublin city centre offices.
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