Custodian REIT plc : Results of Annual General Meeting (1126243)

 
 Custodian REIT plc (CREI) 
Custodian REIT plc : Results of Annual General Meeting 
 
01-Sep-2020 / 15:07 GMT/BST 
Dissemination of a Regulatory Announcement that contains inside information 
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
           1 September 2020 
 
     Custodian REIT plc 
 
     ("Custodian REIT" or "the Company") 
 
     Results of Annual General Meeting 
 
        Custodian REIT (LSE: CREI), the UK commercial real estate investment 
company, is pleased to announce that following the Annual General Meeting of 
  the Company held earlier today, all resolutions were approved on a poll. A 
           summary of the results of the poll are set out below: 
 
         Resolution  Votes     % of    Votes     % of    Votes 
                      for     votes   against   votes   withheld 
                               cast              cast      * 
                                            ORDINARY RESOLUTIONS 
       1 To receive 92,493,2  99.95    41,828    0.05   252,245 
          and adopt    25 
                the 
          Company's 
         report and 
           accounts 
            for the 
          financial 
         year ended 
           31 March 
               2020 
       2 To approve 92,745,4  99.95    41,828    0.05      0 
                the    70 
         directors' 
         remunerati 
          on policy 
       3 To approve 92,787,2   100       0        0        0 
                the    99 
         directors' 
         remunerati 
          on report 
              to 31 
         March 2020 
       4   To elect 92,787,2   100       0        0        0 
              Hazel    99 
         Adams as a 
           director 
       5         To 92,447,8  99.63   339,417    0.37      0 
           re-elect    82 
              Barry 
             Gordon 
         Gilbertson 
               as a 
           director 
       6         To 70,940,8  76.46   21,846,4  23.54      0 
           re-elect    23                75 
          David Ian 
          Hunter as 
         a director 
       7         To 69,886,1  75.32   22,901,1  24.68      0 
           re-elect    18                80 
         Ian Thomas 
           Mattioli 
               as a 
           director 
       8         To 92,447,8  99.63   339,417    0.37      0 
           re-elect    82 
            Matthew 
             Wadman 
               John 
          Thorne as 
         a director 
       9         To 92,787,2   100       0        0        0 
         re-appoint    99 
           Deloitte 
             LLP as 
         auditor to 
                the 
            Company 
      10         To 92,725,9  99.93    61,365    0.07      0 
          authorise    34 
                the 
          directors 
           to agree 
            and fix 
                the 
          auditor's 
         remunerati 
                 on 
      11   To grant 90,941,1  98.01   1,846,12   1.99      0 
                the    77                2 
          directors 
          authority 
           to allot 
           ordinary 
          shares in 
                the 
         capital of 
                the 
            Company 
      12 To approve 92,787,2   100       0        0        0 
                the    99 
            amended 
         Investment 
             Policy 
                                             SPECIAL RESOLUTIONS 
      13         To 82,648,1  89.07   10,139,1  10.93      0 
           disapply    86                12 
          statutory 
         pre-emptio 
           n rights 
             on the 
          allotment 
                 of 
           ordinary 
          shares in 
                the 
         capital of 
                the 
            Company 
      14 To further 81,060,9  87.36   11,726,3  12.64      0 
           disapply    43                55 
                the 
          statutory 
         pre-emptio 
           n rights 
             on the 
          allotment 
                 of 
           Ordinary 
             Shares 
      15         To 92,487,3  99.74   238,628    0.26    61,365 
          authorise    05 
                the 
         Company to 
               make 
             market 
          purchases 
                 of 
           ordinary 
          shares of 
         GBP0.01 each 
             in the 
         capital of 
                the 
            Company 
      16     That a 86,712,6  93.52   6,006,87   6.48      0 
            general    41                6 
           meeting, 
         other than 
          an annual 
            general 
           meeting, 
             may be 
          called on 
           not less 
            than 14 
              clear 
              days' 
             notice 
 
  *NB: The percentage of votes cast for and against excludes withheld votes. 
 
In relation to resolutions 6 and 7 to re-elect David Hunter and Ian Mattioli 
    as Directors of the Company the Board understands, based on contact from 
     proxy voting agencies prior to the AGM, that the votes received against 
       their re-election relate specifically to David's role as Chair of the 
Nominations Committee and Ian's position as non-independent Director. Due to 
       a 22% turnout, votes against resolutions 6 and 7 comprised only 5% of 
           shareholders. 
 
The gender diversity recommendations of the Hampton-Alexander Review are for 
   at least 33% female representation on listed company boards. Importantly, 
the recommendation only applies to FTSE350 companies, whereas the Company is 
      a constituent of the FTSESmallCap Index, where no such recommendations 
apply. However, with the appointment of Hazel Adam during the past year, the 
   female representation on the Board is 20%. The Board recognises the value 
    and importance of diversity in the boardroom and steps are already being 
taken to increase female representation on the Board through delivery of the 
Company's succession plan. More information on succession will be set out in 
       the Company's Interim Report for the period ending 30 September 2020. 
 
Ian Mattioli is Chief Executive of Mattioli Woods plc, the parent company of 
       the Company's Investment Manager, and is a director of the Investment 
     Manager, and as a result is not independent. Ian is not a member of the 
  Company's Audit and Risk, Remuneration or Management Engagement Committees 
and does not participate in setting the fees paid to the Investment Manager. 
The Corporate Governance Guide for Investment Companies states a majority of 
 the Board should be independent of the Investment Manager with no more than 
        one employee of the Investment Manager on the Board, and the Company 
    complies with this guidance as Ian is the Company's only non-independent 
  Director. The Board believes Ian's experience and perspective representing 
  one of its substantial shareholders adds significant value to the Company. 
 
       The Investment Manager will continue to seek feedback on these issues 
           through its regular engagement with shareholders. 
 
    The Company confirms that copies of all resolutions passed at the Annual 
General Meeting will be submitted to the National Storage Mechanism (NSM) at 
    https://marketoversight.fca.org.uk [1] and will shortly be available for 
           viewing. 
 
     - Ends - 
 
           For further information, please contact: 
 
          Custodian Capital Limited 
Richard Shepherd-Cross / Ed Moore /     Tel: [phone] 
Ian Mattioli MBE 
                                    www.custodiancapital.com [2] 
 
Numis Securities Limited 
Hugh Jonathan/Nathan Brown  Tel: [phone] 
                                   www.numiscorp.com 
 
Camarco 
Ed Gascoigne-Pees Tel: [phone] 
                         www.camarco.co.uk 
 
ISIN:           GB00BJFLFT45 
Category Code:  AGM 
TIDM:           CREI 
OAM Categories: 3.1. Additional regulated information required to be 
                disclosed under the laws of a Member State 
Sequence No.:   83337 
EQS News ID:    1126243 
 
End of Announcement EQS News Service 
 
 
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(END) Dow Jones Newswires

September 01, 2020 10:07 ET (14:07 GMT)