RDL Realisation PLC Result of AGM (4434F)

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RNS Number : 4434F

RDL Realisation PLC

12 July 2019

12 July 2019

RDL REALISATION PLC

Result of Annual General Meeting

RDL Realisation plc (the "Company") announces that at the Annual General Meeting of the Company held today, all resolutions apart from Resolution 3 contained in the Notice of Annual General Meeting were duly passed on a show of hands. Resolution 3 was passed on a poll.

In respect of the Resolutions passed on a show of hands, the number of proxy votes 'for' and 'against' each of the resolutions put before the Annual General Meeting and the number of votes 'withheld' were as follows:

 
                                   For             Against       Total Votes   Withheld[1] 
 Resolution                  No. of       %     No. of     %       No. of      No. of votes 
                              votes              votes              votes 
                           ----------  ------  --------  -----  ------------  ------------- 
 1. To receive 
  the Annual 
  Report and 
  Accounts                  6,249,684   93.83   410,777   6.17    6,660,461      246,568 
                           ----------  ------  --------  -----  ------------  ------------- 
 2. To approve 
  the Directors' 
  Remuneration 
  Report                    6,906,384   99.99     321     0.01    6,906,705        325 
                           ----------  ------  --------  -----  ------------  ------------- 
 4. To re-appoint 
  Brendan Hawthorne         6,620,099   95.85   286,931   4.15    6,907,030         0 
                           ----------  ------  --------  -----  ------------  ------------- 
 5. To re-appoint 
  Gregory Share             6,597,843   95.52   309,187   4.48    6,907,030         0 
                           ----------  ------  --------  -----  ------------  ------------- 
 6. To elect 
  Brett Miller              6,497,662   94.87   351,197   5.13    6,848,859       58,170 
                           ----------  ------  --------  -----  ------------  ------------- 
 7. To elect 
  Joseph Kenary             6,907,030    100       0       0      6,907,030         0 
                           ----------  ------  --------  -----  ------------  ------------- 
 8. To elect 
  Nick Paris                6,824,867    100       0       0      6,824,867       82,163 
                           ----------  ------  --------  -----  ------------  ------------- 
 9. To re-appoint 
  Deloitte as 
  auditor                   6,906,705    100       0       0      6,906,705        325 
                           ----------  ------  --------  -----  ------------  ------------- 
 10. To authorise 
  the Audit Committee 
  to determine 
  the auditor's 
  remuneration              6,907,030    100       0       0      6,907,030         0 
                           ----------  ------  --------  -----  ------------  ------------- 
 11. To authorise 
  the Directors 
  to allot shares           6,906,605    100       0       0      6,906,605        425 
                           ----------  ------  --------  -----  ------------  ------------- 
      12. Authority 
       to disapply 
       pre-emption 
       rights (Special 
       Resolution)          6,906,605    100       0       0      6,906,605        425 
                           ----------  ------  --------  -----  ------------  ------------- 
 13. To authorise 
  the Company 
  to purchase 
  its own shares 
  (Special Resolution)      6,906,605    100       0       0      6,906,605        425 
                           ----------  ------  --------  -----  ------------  ------------- 
      14. To authorise 
       the Company 
       to call a general 
       meeting on 
       not less than 
       14 clear days' 
       notice (Special 
       Resolution)          6,842,040   99.06   64,890    0.94    6,906,930        100 
                           ----------  ------  --------  -----  ------------  ------------- 
 

[1] A vote withheld is not a vote under English law and is therefore not included in the calculation of votes for and against a resolution.

The results for Resolution 3, which was held on a poll, were as follows:

 
                               For               Against        Total Votes   Withheld[1] 
 Resolution              No. of       %      No. of       %       No. of      No. of votes 
                          votes               votes                votes 
                       ----------  ------  ----------  ------  ------------  ------------- 
      3. To re-elect 
       Dominik 
       Dolenec          8,303,699   78.82   2,231,735   21.18   10,535,434      177,274 
                       ----------  ------  ----------  ------  ------------  ------------- 
 

[1] A vote withheld is not a vote under English law and is therefore not included in the calculation of votes for and against a resolution.

The Board has considered the results of the Annual General Meeting today and notes the number of votes cast against Resolution 3 which received under 80 per cent. approval. We have engaged with our major shareholders ahead of the vote and understand their views on this matter.

Dominik Dolenec has asked to step down as Chairman of the Company and Brendan Hawthorne has been elected as Chairman by the Directors. Now that the majority of the work required to wind up the activities of the Company has been completed or is well underway, Mr. Dolenec and the Board felt it appropriate to transition the role as Chairman to a non-executive director. Mr. Dolenec will remain an Executive Director with a particular focus on maximising the recovery of the Company's investment in Princeton. The Board expresses their sincere thanks on behalf of all of the Company's shareholders for his executive leadership in the portfolio restructuring and the wind down of the Company.

Separately, the Company has also been notified that Oaktree Value Equity Holdings, L.P. and LIM Advisors (London) Limited have agreed with each other, subject to certain conditions, not to requisition any addition to or removal from the Company's Board of Directors for the period up to 31 December 2019.

A copy of all resolutions passed as special business will shortly be available for inspection on the National Storage Mechanism at www.morningstar.co.uk/uk/NSM.

A copy of the voting results shown above will also be made available on the Company's website at www.rdlrealisationplc.co.uk

For further information, please contact:

 
 Link Company Matters Limited    [phone] 
 Secretary 
 
 Liberum Capital Limited 
  Joshua Hughes                  [phone] 
 

LEI: 549300VGZSKYQ7C2U221

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July 12, 2019 12:05 ET (16:05 GMT)