HSS Hire Group PLC Result of AGM (1218R)

TIDMHSS

RNS Number : 1218R

HSS Hire Group PLC

25 June 2020

25 June 2020

HSS Hire Group plc

Results of Annual General Meeting ("AGM")

Free float of shares

At the AGM of HSS Hire Group plc held today at 11.00 am at Hilton Garden Inn Heathrow, Pavilion Centre, Eastern Perimeter Road, Hatton Cross, Heathrow, TW6 2SQ, all resolutions set out in the Notice of Meeting were voted on a poll and were passed by the requisite majorities.

Resolutions 1 to 13 were passed as ordinary resolutions and resolutions 14 to 18 were passed as special resolutions. The results of the poll are set out below.

 
 Ordinary resolutions          Votes      % Votes    Votes    % Votes    Total votes  % of Issued     Votes 
                                for         for      against   against     validly       share       withheld 
                                            (1)                  (1)         cast       capital        (2) 
                                                                                         voted 
                                                                                        (1,2,3) 
 Resolution 
  1: 
  Receive annual 
  report and 
  accounts                  146,814,527   100.00     3,315      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  2: 
  Approve remuneration 
  report                    146,804,325    99.99     12,539     0.01     146,816,864    86.26%        2,714 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  3: 
  Re-election 
  of Alan Peterson          146,813,521   100.00     4,321      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  4: 
  Re-election 
  of Amanda Burton          146,813,521   100.00     4,321      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  5: 
  Re-election 
  of Douglas 
  Robertson                 146,813,997   100.00     3,845      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  6: 
  Re-election 
  of Thomas Sweet-Escott    146,813,521   100.00     4,321      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  7: 
  Re-election 
  of Steve Ashmore          146,813,997   100.00     3,845      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  8: 
  Re-election 
  of Paul Quested           146,813,997   100.00     3,845      0.00     146,817,842    86.26%        1,736 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  9: 
  Re-appoint 
  BDO LLP as 
  auditors                  146,811,562   100.00     6,826      0.00     146,818,388    86.26%        1,190 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  10: 
  Authorise directors 
  to agree auditors' 
  remuneration              146,813,099   100.00     5,289      0.00     146,818,388    86.26%        1,190 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  11: 
  Renew authority 
  to allot new 
  shares                    146,809,668    99.99     7,698      0.01     146,817,366    86.26%        2,212 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  12: 
  Political donations       146,782,594    99.98     35,199     0.02     146,817,793    86.26%        1,785 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  13: 
  Approve amendments 
  to directors' 
  remuneration 
  policy and 
  Long Term Incentive 
  Plan                      146,802,910    99.99     11,185     0.01     146,814,095    86.26%        5,483 
                           ------------  --------  ---------  --------  ------------  -----------  ---------- 
 
 
                     VOTES OF INDEPENDENT SHAREHOLDERS ON THE RESOLUTIONS CONCERNING 
                                                   THE 
                          RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS 
 Ordinary resolutions      Votes      % Votes    Votes    % Votes    Total votes  % of Issued     Votes 
                             for        for      against   against     validly       share       withheld 
                                        (1)                  (1)         cast       capital        (2) 
                                                                                     voted 
                                                                                    (1,2,4) 
                        -----------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  4: 
  Re-election 
  of Amanda Burton       61,131,813    99.99     4,321      0.01     61,136,134     72.33%        1,736 
                        -----------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  5: 
  Re-election 
  of Douglas 
  Robertson              61,132,289    99.99     3,845      0.01     61,136,134     72.33%        1,736 
                        -----------  --------  ---------  --------  ------------  -----------  ---------- 
 
 
 Special resolutions       Votes for    % Votes    Votes    % Votes    Total votes  % of Issued     Votes 
                                          for      against   against     validly       share       withheld 
                                          (1)                  (1)         cast       capital        (2) 
                                                                                       voted 
                                                                                      (1,2,3) 
 Resolution 
  14: 
  Disapplication 
  of pre-emption 
  rights to allotment 
  of equity securities    146,809,616    99.99     8,058      0.01     146,817,674    86.26%        1,904 
                         ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  15: 
  Disapplication 
  of pre-emption 
  rights for 
  financing or 
  capital investment      146,812,163   100.00     5,035      0.00     146,817,198    86.26%        2,380 
                         ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  16: 
  Authority to 
  purchase own 
  shares                  146,812,748   100.00     5,521      0.00     146,818,269    86.26%        1,309 
                         ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  17: 
  Approve adoption 
  of new articles         146,813,416   100.00     3,831      0.00     146,817,247    86.26%        2,331 
                         ------------  --------  ---------  --------  ------------  -----------  ---------- 
 Resolution 
  18: 
  Notice of general 
  meetings                146,813,627   100.00     5,237      0.00     146,818,864    86.26%         714 
                         ------------  --------  ---------  --------  ------------  -----------  ---------- 
 

Notes:

   1.     The percentages above are rounded to two decimal places. 

2. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.

3. The number of ordinary shares in issue on 25 June 2020 was 170,207,142. Shareholders are entitled to one vote per share.

4. The number of ordinary shares in issue on 25 June 2020 controlled by Independent Shareholders as defined in the explanatory notes to the Notice of the Annual General Meeting circulated on 2 June 2020.

Copies of resolutions 14 to 18, being resolutions other than resolutions concerning ordinary business passed by the Company at the above AGM, have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM .

Free float

The continued improvement in the Group's performance is leading to increased investor interest. However, the Company is cognisant of the level of the free float of its shares, which currently stands at c.13.75%.

The Board and its advisors believe that:

(a) the market in the Company's shares operates properly, with a greater level of liquidity than many companies of its size;

(b) continued progress in the Group's operational performance, including the demonstration of resilience through the period of disruption resulting from COVID-19, may lead to increased interest in the Company's shares from investors, both institutional and retail, thereby improving the level of free float.

The Company has been in dialogue with the FCA and agreed a modification of listing rule 9.2.15R, which would otherwise require a free float of at least 25%, until 20 August 2021. The Board expects to extend the free float in the Company's shares during this time; however the Board is also able to consider multiple other options.

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June 25, 2020 09:21 ET (13:21 GMT)