Palace Capital PLC Result of AGM (9693G)

TIDMPCA

RNS Number : 9693G

Palace Capital PLC

29 July 2021

29 July 2021

Palace Capital plc

("Palace Capital" or the "Company")

Result of AGM

Palace Capital (LSE: PCA), the Main Market REIT that has a UK regional commercial real estate portfolio focused on the office and industrial sectors in carefully selected locations outside of London, announces that at the Company's Annual General Meeting held earlier today, all resolutions were duly passed.

The resolutions were as set out in the Notice of Meeting, as filed with the National Storage Mechanism ( https://data.fca.org.uk/#/nsm/nationalstoragemechanism ) and are also available on the Company's website, www.palacecapitalplc.com.

There are a total of 46,288,928 ordinary shares in issue, excluding shares held in Treasury.

All resolutions were passed with resolutions 1 to 14 passed as ordinary resolutions and resolutions 15 to 18 passed as special resolutions.

The total votes cast were as follows:

 
 Resolution                      In Favour Votes       Against Votes        Withheld 
                                                                             Votes 
                                 No.          %        No.         % 
                                -----------  -------  ----------  -------  ---------- 
 1 Receive and approve 
  the Accounts                   31,086,643   100%     0           0 %      2,314,495 
                                -----------  -------  ----------  -------  ---------- 
 2 Receive and approve 
  the Directors' Remuneration 
  report                         30,812,882   92.83%   2,380,320   7.17 %   207,936 
                                -----------  -------  ----------  -------  ---------- 
 3 Receive and approve 
  the Directors' Remuneration 
  policy                         28,048,824   84.50%   5,144,377   15.50%   207,937 
                                -----------  -------  ----------  -------  ---------- 
 4 D eclare a final 
  dividend of 3 p                33,400,365   99.99%   773         0.01 %   0 
                                -----------  -------  ----------  -------  ---------- 
 5 R e-appoint BDO 
  LLP                            33,398,115   99.99%   3,023       0.01 %   0 
                                -----------  -------  ----------  -------  ---------- 
 6 A uthorise the 
  Audit & Risk Committee 
  to determine the 
  auditors' remuneration         33,398,115   99.99%   3,023       0.01 %   0 
                                -----------  -------  ----------  -------  ---------- 
 7 Re -elect Mickola 
  Wilson                         27,930,574   83.63%   5,465,564   16.37%   5,00 0 
                                -----------  -------  ----------  -------  ---------- 
 8 R e-elect Stanley 
  Davis                          22,376,127   79.75%   5,681,547   20.25%   5,343,464 
                                -----------  -------  ----------  -------  ---------- 
 9 Re-elect Neil Sinclair        31,077,322   93.06%   2,318,816   6.94%    5,000 
                                -----------  -------  ----------  -------  ---------- 
 10 R e-elect Richard 
  Starr                          31,078,822   93.06%   2,317,316   6.94%    5,000 
                                -----------  -------  ----------  -------  ---------- 
 11 R e-elect Stephen 
  Silvester                      33,393,317   99.99%   2,821       0.01%    5,000 
                                -----------  -------  ----------  -------  ---------- 
 12 R e-elect Kim 
  Taylor-Smith                   24,583,514   81.84%   5,454,991   18.16%   3,362,633 
                                -----------  -------  ----------  -------  ---------- 
 1 3 Re-e lect Paula 
  Dillon                         29,940,147   96.33%   1,141,496   3.67%    2,319,495 
                                -----------  -------  ----------  -------  ---------- 
 14 The Directors 
  be authorised to 
  allot shares in the 
  Company                        29,026,119   93.37%   2,059,853   6.63%    2,315,166 
                                -----------  -------  ----------  -------  ---------- 
 15 General disapplication 
  of pre-emption rights          29,048,135   93.46%   2,034,149   6.54%    2,318,854 
                                -----------  -------  ----------  -------  ---------- 
 16 Additional authority 
  to disapply pre-emption 
  rights                         29,057,274   93.47%   2,028,698   6.53%    2,315,166 
                                -----------  -------  ----------  -------  ---------- 
 17 Market purchase 
  of own shares                  33,390,551   99.97%   10,587      0.03%    0 
                                -----------  -------  ----------  -------  ---------- 
 18 Calling general 
  meetings on 14 days' 
  notice                         31,028,693   99.81%   57,950      0.19%    2,314,495 
                                -----------  -------  ----------  -------  ---------- 
 
 

A vote withheld is not a vote in law and is not counted in the calculation of the number or % of votes "For" or "Against" a resolution.

The Board would like to thank shareholders for their engagement and support ahead of the AGM . While most of the resolutions were passed with significant majorities, the Board notes that resolution 8 (re-election of Stanley Davis ) was passed with the necessary majority but with less than 80% of support.

The Company extensively engaged with its major shareholders in the lead up to the AGM to better understand their concerns. It is the Board's understanding that the votes against the re-election of the Chairman were primarily driven by his having been in office for over nine years. While the Board were of the view that retaining the Chairman's knowledge and expertise would be in the best interests of shareholders, in advance of the AGM, on 27 July 2021, the Chairman announced his retirement from the Board in recognition of the concerns of some shareholders.

The Company will continue to engage with its shareholders and in accordance with the provisions of the 2018 UK Corporate Governance Code, the Board will provide an update on this engagement within six months of the AGM.

For further information please contact:

PALACE CAPITAL PLC

Neil Sinclair, Chief Executive

Stephen Silvester, Chief Financial Officer

Tel. [phone]

Broker

Numis Securities

Heraclis Economides / George Fry

Tel: [phone]

Broker

Arden Partners plc

Corporate Finance: Paul Shackleton / Elliot Mustoe

Corporate Broking: James Reed-Daunter

Tel: [phone]

Financial PR

FTI Consulting

Claire Turvey / Katie Hughes

Tel: [phone]

[e-mail]

About Palace Capital plc

Palace Capital plc (LSE: PCA) is a UK REIT that has a GBP274 million diversified portfolio of UK regional commercial property. The Company maintains a disciplined investment strategy focused on towns and cities outside of London that are characterised by thriving local economies and strengthening fundamentals. Within those locations the highly experienced management team select assets that provide opportunities to drive both capital value and long-term rental income through tailored active asset management programmes ultimately delivering attractive shareholder returns.

www.palacecapitalplc.com

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July 29, 2021 11:30 ET (15:30 GMT)