Distribution Finance Cap. Hldgs PLC Result of AGM (1810Z)

TIDMDFCH

RNS Number : 1810Z

Distribution Finance Cap. Hldgs PLC

19 May 2021

19 May 2021

Distribution Finance Capital Holdings plc

("DFC", "DF Capital" or the "Company" or together with its subsidiaries the "DFC Group")

AGM Results

The Company today announces that the following resolutions proposed at the Annual General Meeting ("AGM") of the Company held earlier today were passed by shareholders of the Company.

Resolutions 1, and 3 to 13 were proposed and passed as Ordinary Resolutions.

Resolution 14 was proposed as a Special Resolution but was not passed by the requisite majority. As announced earlier today, Resolution 2 was withdrawn prior to the AGM.

Distribution Finance Capital Holdings plc Annual General Meeting Poll Results:

 
 Resolution           Votes For     %         Votes Against   %        Votes Total   % I.S.C.   Votes 
  No.                                                                                            Withheld 
                                   --------                  ------- 
 01 - to 
  receive 
  the reports 
  of the Directors 
  and the 
  Auditors 
  and the 
  audited 
  accounts 
  for the 
  financial 
  year ended 
  31 December 
  2020                153,241,703   100.00%   0               0.00%    153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 02 - to                                             Resolution withdrawn 
  re-elect 
  John Baines 
  as a Director 
------------------- 
 03 - to 
  re-elect 
  Carl D'Ammassa 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 04 - to 
  re-elect 
  Stephen 
  Greene as 
  a Director          153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 05 - to 
  re-elect 
  Thomas Grathwohl 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 06 - to 
  re-elect 
  Carole Machell 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 07 - to 
  re-elect 
  Gavin Morris 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 08 - to 
  re-elect 
  Haakon Stenrod 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 09 - to 
  re-elect 
  Mark Stephens 
  as a Director       153,241,261   100.00%   0               0.00%    153,241,261   85.43      442 
-------------------                --------                  -------                ---------  ---------- 
 10 - to 
  appoint 
  Deloitte 
  as Auditors 
  of the Company 
  to hold 
  office until 
  the next 
  general 
  meeting 
  at which 
  accounts 
  are laid            153,241,703   100.00%   0               0.00%    153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 11 - to 
  authorise 
  Directors 
  to determine 
  the remuneration 
  of the Auditors     153,241,703   100.00%   0               0.00%    153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 12 - to 
  authorise 
  the Directors 
  to allot 
  shares              82,611,803    53.91%    70,629,900      46.09%   153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 13 - To 
  authorise 
  the Company 
  to make 
  political 
  donations 
  and incur 
  political 
  expenditure.        149,820,671   97.77%    3,421,032       2.23%    153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 14 - authority 
  to disapply 
  statutory 
  pre-emption 
  rights              82,611,803    53.91%    70,629,900      46.09%   153,241,703   85.43      0 
-------------------                --------                  -------                ---------  ---------- 
 

The Company notes that Resolution 14 did not achieve the requisite 75% majority to pass, and while Resolution 12 did pass with the required majority (53.91%), there was a sizable vote against it. The Company acknowledges these votes and will engage with shareholders to further understand the reasons behind this vote. An update on this engagement will be published within 6 months of the AGM.

Enquiries:

Distribution Finance Capital Holdings plc

   Carl D'Ammassa - Chief Executive Officer                                       [phone] 

Kam Bansil - Head of Investor Relations [phone]

http://www.dfcapital-investors.com

   Investec Bank plc (NOMAD and broker)                                       [phone] 

David Anderson

Bruce Garrow

Harry Hargreaves

Maria Gomez de Olea

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May 19, 2021 09:12 ET (13:12 GMT)