Sensyne Health PLC Result of AGM (6740R)

TIDMSENS

RNS Number : 6740R

Sensyne Health PLC

30 October 2019

Result of AGM

Oxford, UK; 30 October 2019: Sensyne Health plc (LSE: SENS) ("Company"), the British clinical AI technology company, announces that all resolutions put to its Annual General Meeting (the "AGM") held today were passed. Resolution 10 was withdrawn by the Company following the decision of Charles Swingland not to seek re-election as a Director at the AGM.

For information, full details of the votes received were as follows:

 
          Resolution Number                    For               Against         Withheld    Total Vote 
                                            No. of       %      No. of      %  No. of Votes      No. of 
                                             Votes               Votes                            Votes 
                                        ----------  ------  ----------  -----  ------------  ---------- 
        1. Receive the Annual 
          report and accounts 
            for the Company             83,669,303  100.00         250   0.00     7,300,000  83,669,553 
                                        ----------  ------  ----------  -----  ------------  ---------- 
      2. Approve the Directors' 
          Remuneration Report           59,657,635   71.30  24,011,918  28.70     7,300,000  83,669,553 
                                        ----------  ------  ----------  -----  ------------  ---------- 
           3. Re-elect Lord 
           (Paul) Drayson as 
              a Director                49,183,591  100.00       2,000   0.00        15,270  49,185,591 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          4. Re-elect Andrew 
         Gilbert as a Director          75,420,438   90.16   8,233,865   9.84     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
        5. Re-elect Dr Vishal 
         Gulati as a Director           83,654,303  100.00           0   0.00     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
           6. Re-elect Mary 
          Hardy as a Director           83,654,303  100.00           0   0.00     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
         7. Re-elect Lorimer 
         Headley as a Director          83,654,303  100.00           0   0.00     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
       8. Re-elect Dr Annalisa 
         Jenkins as a Director          90,954,303  100.00           0   0.00        15,250  90,954,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
        9. Re-elect Sir Bruce 
          Keogh as a Director           83,654,303  100.00           0   0.00     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
         10. Re-elect Charles                                RESOLUTION WITHDRAWN 
        Swingland as a Director 
                                        --------------------------------------------------------------- 
         11. Elect Professor 
           Lionel Tarassenko 
             as a Director              83,497,695   99.81     156,608   0.19     7,315,250  83,654,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
12. Re-appoint PricewaterhouseCoopers 
          LLP as auditors of 
              the Company               83,669,303  100.00           0   0.00     7,300,250  83,669,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          13. Authorise the 
        Audit & Risk Committee 
            of the Company              83,669,303  100.00           0   0.00     7,300,250  83,669,303 
                                        ----------  ------  ----------  -----  ------------  ---------- 
       14. Directors' authority 
            to allot shares             80,209,253  100.00           0   0.00    10,760,300  80,209,253 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          15. Disapplication 
        of pre-emption rights*          80,209,253  100.00           0   0.00    10,760,300  80,209,253 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          16. Disapplication 
         of pre-emption rights 
               Addition*                80,206,753  100.00           0   0.00    10,762,800  80,206,753 
                                        ----------  ------  ----------  -----  ------------  ---------- 
           17. Authority to 
         purchase own shares*           80,209,253  100.00           0   0.00    10,760,300  80,209,253 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          18. Rule 9 Waiver 
         - Relating to Buyback 
               Authority                25,056,044   65.18  13,384,497  34.82    10,760,320  38,440,541 
                                        ----------  ------  ----------  -----  ------------  ---------- 
          19. Rule 9 Waiver 
           - Relating to the 
          Exercise of Options           25,053,544   65.17  13,386,997  34.83    10,760,320  38,440,541 
                                        ----------  ------  ----------  -----  ------------  ---------- 
 

Notes:

1. Resolution 10 was withdrawn as Charles Swingland decided not to seek re-election as a Director at the AGM.

2. A vote withheld is not a vote in law and is not counted in calculating votes for or against a resolution.

3. The total number of ordinary shares in issue as at 30 October 2019 was 128,571,514 (128,571,514 with voting rights).

* Special Resolution requiring a 75% majority.

The Board notes that more than 20% of shareholders voted against resolution 2 on approving the Directors' Remuneration Report. As noted in the Company's announcement of 22 October 2019 headed Remuneration Policy and Corporate Governance Update, a number of actions have already been implemented addressing the issue of remuneration. The Company has withdrawn the remuneration policy in relation to the CEO for the period from 1st May 2019 to 30th April 2020 and the Remuneration Committee will also undertake discussions with shareholders to determine a new Remuneration Policy for the CEO applicable to the period from 1st May 2019 until 30th April 2020 that has their support.

-ENDS-

For more information please contact:

 
                                                   [phone] 
  Sensyne Health (www.sensynehealth.com)            1845 
  Lord (Paul) Drayson, Chief Executive Officer 
  Lorimer Headley, Chief Financial Officer 
 
  Peel Hunt LLP (Nominated Adviser and Joint       + 44 (0) 20 7418 
   Broker)                                          8900 
  Dr Christopher Golden 
  James Steel 
  Oliver Jackson 
 
                                                   + 44 (0) 20 3100 
  Liberum (Joint Broker)                            2000 
  Bidhi Bhoma 
  Euan Brown 
 
  Consilium Strategic Communications               [phone] 
  Mary-Jane Elliott 
  Sukaina Virji 
  Melissa Gardiner 
  [e-mail] 
 

About Sensyne Health

Sensyne Health plc is a healthcare technology company that creates value from accelerating the discovery and development of new medicines and improving patient care through the analysis of real-world evidence from large databases of anonymised patient data in collaboration with NHS Trusts. These anonymised patient data are ethically sourced in that any analysis of anonymised patient data (and hence the Company's access to it) must be pre-approved for each programme on a case-by-case basis by the relevant NHS Trusts. This is to ensure that the purpose of the anonymisation and the proposed analysis are subject to appropriate ethical oversight and information governance, including conformance with NHS principles, UK data protection law and applicable regulatory guidance. Sensyne Health is an early signatory to the Department of Health and Social Care's 'Initial Code of Conduct for data-driven health and care technology.

Sensyne Health is listed on the AIM Market of the London Stock Exchange (SENS.L).

For more information, please visit: www.sensynehealth.com

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October 30, 2019 10:29 ET (14:29 GMT)