Target Healthcare REIT Limited Result of AGM (8218I)

TIDMTHRL

RNS Number : 8218I

Target Healthcare REIT Limited

29 November 2018

   To:                    RNS 
   From:                Target Healthcare REIT Limited 
   LEI:                   2138008VQQ5Y9QXMX749 
   Date:                 29 November 2018 
   Subject:             Annual General Meeting Result 

Target Healthcare REIT Limited announces that, at the Annual General Meeting held on 28 November 2018, all resolutions proposed were duly passed.

The full text of the resolutions can be found in the Notice of Annual General Meeting set out in the Annual Report and Financial Statements for the year to 30 June 2018, copies of which have been submitted to the National Storage Mechanism and which are available for inspection at www.morningstar.co.uk/uk/NSM.

Details of the proxy votes lodged before the Annual General Meeting, which should be read alongside the Notice contained in the Annual Report and Financial Statements, are noted below and will be available shortly at www.targethealthcarereit.co.uk

 
                                     For                  Against         Withheld 
 1) Ordinary Resolution     204,136,923   100.00%            -        -      20,888 
                           ------------  --------  -----------  -------  ---------- 
 2) Ordinary Resolution     204,141,145   100.00%            -        -      16,666 
                           ------------  --------  -----------  -------  ---------- 
 3) Ordinary Resolution     204,157,811   100.00%            -        -           - 
                           ------------  --------  -----------  -------  ---------- 
 4) Ordinary Resolution     160,115,147    79.47%   41,367,282   20.53%   2,675,381 
                           ------------  --------  -----------  -------  ---------- 
 5) Ordinary Resolution     204,157,811   100.00%            -        -           - 
                           ------------  --------  -----------  -------  ---------- 
 6) Ordinary Resolution     193,992,380    95.02%   10,165,430    4.98%           - 
                           ------------  --------  -----------  -------  ---------- 
 7) Ordinary Resolution     204,157,811   100.00%            -        -           - 
                           ------------  --------  -----------  -------  ---------- 
 8) Ordinary Resolution     160,115,147    79.47%   41,367,282   20.53%   2,675,381 
                           ------------  --------  -----------  -------  ---------- 
 9) Ordinary Resolution     204,120,434    99.98%       37,376    0.02%           - 
                           ------------  --------  -----------  -------  ---------- 
 10) Ordinary Resolution    193,972,338    95.02%   10,168,806    4.98%      16,666 
                           ------------  --------  -----------  -------  ---------- 
 11) Special Resolution     204,157,811   100.00%            -        -           - 
                           ------------  --------  -----------  -------  ---------- 
 12) Special Resolution     204,102,397    99.97%       55,414    0.03%           - 
                           ------------  --------  -----------  -------  ---------- 
 

The Board notes the outcome of the shareholder votes against Resolution 4 and Resolution 8 concerning the elections of Craig Stewart and Hilary Jones. The Board recognises the concerns which have been expressed by shareholders regarding the independence of these Directors.

The Board notes that corporate governance best practice is for the Audit Committee to be composed solely of independent, non-executive Directors. Whilst the Board continues to consider both Hilary Jones and Craig Stewart to be independent, it has taken into consideration the views of shareholders and, given the relationship of these Directors with the Company Secretary, R&H Fund Services (Jersey) Limited, has concluded that neither Director should continue as a member of the Audit Committee. In accordance with Listing Rule 9.6.11R, Target Healthcare REIT confirms that this change will happen with immediate effect.

Whilst the Company is a UK REIT for the purposes of taxation, it continues to be domiciled in Jersey. As such, Hilary Jones' and Craig Stewart's position as Directors of the Company is considered by the Board to be the most cost efficient and effective means of ensuring that it fulfils its obligation to have two Jersey-based Directors and that the Board has sufficient knowledge and experience of the Jersey regulatory environment to ensure that it understands and follows best practice within that regime. It is anticipated that the valued experience of both Directors will continue to be available to the Audit Committee where required.

For further information please contact:

 
 Target Fund Managers Limited 
  Kenneth MacKenzie, Gordon Bland                01786 845 912 
 Stifel Nicolaus Europe Limited 
  Mark Young, Neil Winward, Tom Yeadon           020 7710 7600 
                                               --------------- 
 FTI Consulting 
  Dido Laurimore, Claire Turvey, Richard 
  Gotla                                          020 3727 1000 
                                               --------------- 
 Maitland Administration Services (Scotland) 
  Limited 
  Donald Cameron                                 0131 550 3763 
                                               --------------- 
 

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November 29, 2018 02:00 ET (07:00 GMT)