Bank of Georgia Group PLC Result of AGM (7822Z)

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RNS Number : 7822Z

Bank of Georgia Group PLC

25 May 2021

London, 25 May 2021

Correction to the Results of AGM

Bank of Georgia Group PLC (the "Company") corrects the announcement of the results of the AGM held today, 25 May 2021, to include the votes cast under the proportional voting mechanism. The below table replaces the table in the previous announcement.

Details of the resolutions are set out in full in the Notice of AGM dated 16 April 2021.

Voting at the AGM was completed by way of a poll. All resolutions were passed by the required majority.

Resolutions 1 to 15 (inclusive) were passed as ordinary resolutions and resolutions 16 to 18 (inclusive) were passed as special resolutions.

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

 
          RESOLUTION               VOTES       %       VOTES      %      VOTES      % of     VOTES 
                                     FOR              AGAINST             TOTAL     ISC*    WITHHELD 
                                                                                    VOTED 
1 To receive and approve 
 the Annual Report and 
 Accounts for the year 
 ended 31 December 2020          38,794,130  99.99     4,359    0.01   38,798,489  78.91    377,927 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
2 To receive and approve 
 the Directors' Remuneration 
 Report for the year ended 
 31 December 2020                37,073,749  95.74   1,648,901  4.26   38,722,650  78.75    453,766 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
3 To re-appoint Neil 
 Janin, as a Non-Executive 
 Director**                      38,223,155  98.45    602,805   1.55   38,825,960  78.96    350,456 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
4 To re-appoint Alasdair 
 Breach, as a Non- Executive 
 Director**                      38,577,464  98.47    598,391   1.53   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
5 To re- appoint Archil 
 Gachechiladze, as an 
 Executive Director              39,175,830  100.00     25      0.00   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
6 To re- appoint Tamaz 
 Georgadze, as a Non-Executive 
 Director**                      38,739,783  98.89    436,072   1.11   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
7 To re- appoint Hanna 
 Loikkanen as a Non-Executive 
 Director **                     37,522,837  95.78   1,652,448  4.22   39,175,285  79.67     1,131 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
8 To re - appoint Veronique 
 McCarroll, as a Non-Executive 
 Director**                      38,750,012  98.91    425,843   1.09   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
9 To appoint Mariam 
 Megvinetukhutsesi, as 
 a Non-Executive Director**      39,175,905  100.00      0      0.00   39,175,905  79.68      511 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
10 To re- appoint Jonathan 
 Muir, as a Non-Executive 
 Director**                      38,750,012  98.91    425,843   1.09   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
11 To re - appoint Cecil 
 Quillen, as a Non-Executive 
 Director**                      38,738,259  98.88    437,596   1.12   39,175,855  79.68      561 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
12 To re - appoint Ernst 
 & Young LLP as Auditor 
 to the Company                  38,530,711  98.35    645,702   1.65   39,176,413  79.68       3 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
13 To authorise the 
 Audit Committee to set 
 the remuneration of the 
 Auditor                         38,966,283  99.46    210,132   0.54   39,176,415  79.68       1 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
14 To authorise political 
 donations and political 
 expenditure.                    37,854,944  96.63   1,321,472  3.37   39,176,416  79.68       0 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
15 To authorise the 
 Board to allot shares           37,843,944  96.60   1,332,472  3.40   39,176,416  79.68       0 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
16 To authorise the 
 disapplication of pre-emption 
 rights                          36,871,231  94.12   2,304,640  5.88   39,175,871  79.68      545 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
17 To authorise the 
 disapplication of pre-emption 
 rights for the purposes 
 of acquisitions or capital 
 investments                     34,899,282  89.08   4,276,588  10.92  39,175,870  79.68      546 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
18 To authorise the 
 Company to purchase its 
 own shares                      38,506,840  98.35    646,565   1.65   39,153,405  79.63    23,011 
                                 ----------  ------  ---------  -----  ----------  ------  --------- 
 

*Issued share capital

**Independent Director

Notes:

1. As at the date of the AGM, the Company had 49,169,428 ordinary shares in issue. The Company did not hold any shares in treasury and therefore the number of total voting rights as at the date of the AGM was 49,169,428. In accordance with the Company's Articles of Association and subject to the Listing Rules, on a poll every member who is present in person or by proxy has one vote for every share held.

2. The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

3. Note that a "vote withheld" is not a vote in law and such votes have not been included in the calculation of votes "for" and "against" each resolution. Proxy appointments which gave discretion to the Chairman have been included in the "for" total above.

In accordance with Listing Rule 9.6.2, copies of the resolutions which constitute special business at the AGM (being resolutions 14 to 18) will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

A copy of this announcement has been posted on the Company's website www.bankofgeorgiagroup.com .

Name of authorised official of issuer responsible for making notification:

Link Company Matters Limited

Company Secretary

About Bank of Georgia Group PLC

Bank of Georgia Group PLC ("Bank of Georgia Group" or the "Group" - LSE: BGEO LN) is a UK incorporated holding company, which comprises: a) retail banking and payment services; b) corporate banking, wealth management and investment banking operations in Georgia; and c) banking operations in Belarus ("BNB"). JSC Bank of Georgia ("Bank of Georgia", "BOG" or the "Bank"), the systemically important and leading universal bank in Georgia, is the core entity of the Group. The Bank is a leader in payments business and financial mobile application, with the strong retail and corporate banking franchise in Georgia. With a continued focus on increasing digitalisation and expanding technological and data analytics capabilities, the Group aims to offer more personalised solutions and seamless experiences to its customers to enable them to achieve more of their potential. The Group aims to benefit from growth of the Georgian economy, and through both its Retail Banking and Corporate and Investment Banking services targets to deliver on its strategy, which is based on at least 20% ROAE and c.15% growth of its loan book in the medium-term .

 
 JSC Bank of Georgia has, as of the 
  date hereof, the following credit 
  ratings: 
 
      Fitch Ratings        'BB-/B' 
      Moody's              'Ba2/NP' 
 

For further information, please visit www.bankofgeorgiagroup.com or contact:

 
 Archil Gachechiladze    Michael Oliver    Sulkhan Gvalia    Natia Kalandarishvili 
 CEO                     Adviser to the    CFO               Head of Investor 
                          CEO                                 Relations 
                                                             [phone] 
 [phone]        [phone]  [phone]   (9282) 
 [e-mail]   [e-mail]  [e-mail]    [e-mail] 
 

This news report is presented for general informational purposes only and should not be construed as an offer to sell or the solicitation of an offer to buy any securities

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May 25, 2021 11:09 ET (15:09 GMT)