Prospex Energy PLC Result of AGM and Board Changes (6385G)

TIDMPXEN

RNS Number : 6385G

Prospex Energy PLC

27 July 2021

Prospex Energy PLC / Index: AIM / Epic: PXEN / Sector: Oil and Gas

27 July 2021

Prospex Energy PLC ('Prospex' or the 'Company')

Result of AGM and Board Changes

Following today's Annual General Meeting ("AGM"), convened by the Notice of AGM dated 29 June 2021, Prospex Energy Plc announces that resolutions 1 to 3 set out in the Notice of AGM were approved by shareholders. Resolutions 4, 6 and 7 were not approved by shareholders. Resolution 5 was withdrawn prior to the AGM as announced on 26 July 2021.

The results of the poll for each resolution were as follows:

 
         Resolution               For       % For    Against     % Against   Withheld 
 1. To receive and 
  adopt the Company's 
  annual accounts for 
  the year ended 31 
  December 2020, together 
  with the directors' 
  report and the auditors' 
  report on those accounts.    67,166,456     100          Nil           0     858,000 
                              -----------  ------  -----------  ----------  ---------- 
 2. To re-appoint Adler 
  Shine LLP as auditors 
  to the Company.              67,179,801   98.77      836,651        1.23       8,004 
                              -----------  ------  -----------  ----------  ---------- 
 3. To authorise the 
  directors to set the 
  auditors' remuneration.      67,751,805   96.75    2,272,651        3.25      Nil 
                              -----------  ------  -----------  ----------  ---------- 
 4. To re-appoint James 
  Smith as a director 
  of the Company.              28,330,633   42.67   39,651,823       58.33      42,000 
                              -----------  ------  -----------  ----------  ---------- 
 5. Resolution withdrawn              n/a     n/a          n/a         n/a         n/a 
                              -----------  ------  -----------  ----------  ---------- 
 6. To authorise the 
  directors to allot 
  relevant securities 
  pursuant to Section 
  551 of the Companies 
  Act 2006.                    18,391,682   27.04   49,632,774       72.96         nil 
                              -----------  ------  -----------  ----------  ---------- 
 7. To disapply pre-emption 
  rights                       18,099,682   27.41   47,933,814       72.59   1,990,960 
                              -----------  ------  -----------  ----------  ---------- 
 

As at the date of the AGM, the number of issued ordinary shares of the Company was the Company's issued share capital consisted of 148,299,898 ordinary shares carrying one vote each.

7,361 shares are held in Treasury. Therefore, the total voting rights in the Company are 148,292,537, which was the total number of shares entitling the holders to attend and vote for or against all resolutions. In accordance with the Company's Articles of Association, on a poll every member has one vote for every share held. Votes withheld are not votes in law and have not been counted in the calculation of the proportion of vote "for" or "against" a resolution. Proxy appointments which gave discretion to the Chairman have been included in the "for" total.

As a result of the vote on resolution 4, Mr James Smith no longer serves as a director of the Company. The Board now comprises Mr Mark Routh as CEO and a director, Mr Bill Smith as Non-Executive Chairman and Mr Richard Mays as a Non-Executive Director.

The Board acknowledges the significant vote against resolutions 4, 6 and 7. The Board is committed to continuing an open and transparent dialogue with the Company's shareholders and, following the AGM, will continue to engage with those shareholders, and others, who voted against these resolutions to further understand their views and/or any specific concerns. We will publish an update on this engagement, in accordance with the QCA Corporate Governance Code, within six months of the 2021 AGM.

Confirmation of Appointment of Mark Routh as a Director of the Company

Following the AGM the Directors of the Company have met to appoint Mark to the board of the Company. This followed satisfactory completion of the Company's nominated adviser's due diligence processes.

Further information on Mr Mark Routh's appointment

The following details in relation to the appointment of Mr Routh are disclosed in accordance with AIM Rule 17 and Schedule 2(g) of the AIM Rules:

Mr Mark Christopher Routh (aged 63) has held the following directorships and/or partnerships in the past five years.

 
 Current Directorships and Partnerships   Past Directorships and Partnerships 
                                           (last five years) 
 Warrego Energy Limited                   IOG Plc 
                                         ------------------------------------ 
 Tesorillo Energy Limited                 IOG North Sea Ltd 
                                         ------------------------------------ 
                                          IOG UK Ltd 
                                         ------------------------------------ 
                                          IOG Infrastructure Limited 
                                         ------------------------------------ 
                                          Warrego Energy UK Limited 
                                         ------------------------------------ 
                                          Avalonia Goddard Limited 
                                         ------------------------------------ 
                                          Avalonia Energy Limited 
                                         ------------------------------------ 
                                          Avalonia Abbeydale Limited 
                                         ------------------------------------ 
 

There is no further information to be disclosed in relation to Mr Routh's appointment pursuant to AIM Rule 17 or Schedule Two, paragraph (g) (i)-(viii) of the AIM Rules for Companies.

This announcement contains inside information.

For further information visit www.prospexenergy.com or contact the following:

 
Mark Routh       Prospex Energy Plc            Tel: [phone] 
                                                1619 
 
Rory Murphy      Strand Hanson Limited         Tel: [phone] 
 Ritchie Balmer                                 3494 
Colin Rowbury    Novum Securities Limited      Tel: [phone] 
 Jon Belliss                                    9427 
 
Duncan Vasey     Peterhouse Corporate Finance  Tel: [phone] 
                                                0932 
Frank Buhagiar   St Brides Partners Ltd        Tel: [phone] 
 Cosima Akerman                                 1177 
 

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July 27, 2021 07:55 ET (11:55 GMT)