Redefine International PLC Result of AGM (8846U)

TIDMRDI

RNS Number : 8846U

Redefine International PLC

23 January 2017

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* 
-------------------------------------------  --------------  --------  ------------  -------  ----------- 
      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 
 1.    Auditors                               1,252,148,101   100.00%        42,034    0.00%    9,119,295 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To approve the Directors Annual 
 2     Report on Remuneration                 1,246,629,118    99.57%     5,375,309    0.43%    9,225,003 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
 3    To re-elect GA Clarke as a Director     1,212,534,711    96.99%    37,661,435    3.01%   13,556,153 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect MJW Farrow as an 
 4     Independent Director                   1,252,543,719    99.84%     2,004,320    0.16%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect GR Tipper as an 
 5     Independent Director                   1,215,459,547    96.88%    39,088,492    3.12%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect SE Ford as an Independent 
 6     Director                               1,216,903,721    97.00%    37,644,318    3.00%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect R Orr as an Independent 
 7     Director                               1,253,428,121    99.91%     1,119,918    0.09%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
 8    To re-elect M Wainer as a Director      1,206,014,540    96.48%    44,024,013    3.52%   13,713,746 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
 9    To re-elect B Nackan as a Director      1,204,314,983    96.47%    44,044,662    3.53%   15,392,654 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect MJ Watters as a 
 10    Director                               1,214,178,841    96.98%    37,846,329    3.02%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect SJ Oakenfull as 
 11    a Director                             1,214,194,140    96.98%    37,831,030    3.02%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
 12   To re-elect D Grant as a Director       1,214,192,005    96.98%    37,833,165    3.02%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-elect A Horsburgh as a 
 13    Director                               1,214,195,576    96.98%    37,829,594    3.02%    9,204,260 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To re-appoint KPMG as the Company's 
 14    Independent Auditor                    1,249,739,536    99.81%     2,320,564    0.19%    9,169,330 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To authorise the Directors to 
       determine the remuneration of 
 15    the Independent Auditor                1,250,136,801    99.84%     1,963,337    0.16%    9,129,292 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To approve the new Remuneration 
 16    Policy                                 1,000,333,466    79.91%   251,542,808   20.09%    9,433,156 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To authorise the Directors to 
       allot Ordinary Shares up to 
       the limits contained in the 
 17    Notice of the AGM                        994,637,293    79.44%   257,434,252   20.56%    9,157,885 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To authorise the Directors to 
       dis-apply pre-emption rights 
       up to the limits stated in the 
 18    Notice of AGM                          1,007,507,858    80.46%   244,626,277   19.54%    9,175,295 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To authorise the Directors to 
       dis-apply pre-emption rights 
       in connection with a specified 
 19    investment                               987,931,299    78.90%   264,195,314   21.10%    9,182,817 
---  --------------------------------------  --------------  --------  ------------  -------  ----------- 
 
      To authorise the Directors to 
       make market purchases of own 
 20    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* 
----------------------------------------  ------------  -------  -----------  ------  ---------- 
 
     To re-elect MJW Farrow as a 
 4    Director                             740,103,491   99.73%    2,004,320   0.27%   9,204,260 
    ------------------------------------  ------------  -------  -----------  ------  ---------- 
 
 5   To re-elect GR Tipper as a Director   703,019,319   94.73%   39,088,492   5.27%   9,204,260 
    ------------------------------------  ------------  -------  -----------  ------  ---------- 
 
 6   To re-elect SE Ford as a Director     704,463,493   94.93%   37,644,318   5.07%   9,204,260 
    ------------------------------------  ------------  -------  -----------  ------  ---------- 
 
 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          Tel: [phone] 
  Ackermann                                        0100 
 FTI Consulting 
  UK Public Relations Adviser 
  Dido Laurimore, Claire Turvey, Ellie Sweeney     Tel: [phone] 
                                                   1000 
 Instinctif Partners 
  SA Public Relations Adviser 
  Frederic Cornet, Lizelle du Toit                 Tel: [phone] 
                                                   3030 
 Java Capital 
  JSE Sponsor                                      Tel: [phone] 
                                                   3050 
 
 

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 GBP1.53 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.

This information is provided by RNS

The company news service from the London Stock Exchange

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January 23, 2017 10:45 ET (15:45 GMT)