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Franchise Brands plc held its Annual General Meeting on 30 April 2026, where shareholders representing 54.4% of the company's issued share capital cast votes on 16 resolutions. All ordinary resolutions and special resolution 16 were carried. Special resolutions 14 and 15, regarding the disapplication of pre-emption rights, failed to pass, receiving 72.9% and 65.6% support respectively, and ordinary resolution 13, authority to allot shares, was carried with over 20% of votes cast against it.
| Date | 30 Apr 2026 |
| Time | 16:00:00 |
| Category | AGMs and other meetings |
| ID | 6553C |
30 April 2026
Franchise Brands plc
("Franchise Brands", the "Company" or the "Group")
Result of Annual General Meeting
Franchise Brands plc (AIM: FRAN), an international multi-brand franchise business, announces that at the Company's Annual General Meeting held earlier today, the votes validly received from shareholders and cast (or withheld) on a poll on each resolution at the meeting were as follows:
|
Resolution |
Purpose of the resolution |
Votes For |
% of Votes Cast |
Votes Against |
% of Votes Cast |
Total votes cast (excluding votes withheld |
Votes Withheld |
|
ORDINARY RESOLUTIONS |
|
|
|
|
|
|
|
|
1. |
To receive the 2025 annual report and financial statements |
105,330,801 |
100.0% |
- |
0.0% |
105,330,801 |
11,281 |
|
2. |
Declaration of final dividend |
105,330,801 |
100.0% |
- |
0.0% |
105,330,801 |
11,281 |
|
3. |
Remuneration Committee Report (advisory vote) |
104,983,908 |
99.7% |
346,883 |
0.3% |
105,330,791 |
11,281 |
|
4. |
Re-election of Andy Brattesani |
105,329,510 |
100.0% |
1,281 |
0.0% |
105,330,791 |
11,291 |
|
5. |
Re-election of Louise George |
105,329,514 |
100.0% |
1,277 |
0.0% |
105,330,791 |
11,291 |
|
6. |
Re-election of Stephen Hemsley |
105,330,787 |
100.0% |
4 |
0.0% |
105,330,791 |
11,291 |
|
7. |
Re-election of Pete Kear |
104,992,280 |
99.7% |
338,511 |
0.3% |
105,330,791 |
11,291 |
|
8. |
Re-election of Andrew Mallows |
105,330,787 |
100.0% |
4 |
0.0% |
105,330,791 |
11,291 |
|
9. |
Re-election of Peter Molloy |
105,330,791 |
100.0% |
- |
0.0% |
105,330,791 |
11,291 |
|
10. |
Re-election of Nigel Wray |
105,330,787 |
100.0% |
4 |
0.0% |
105,330,791 |
11,291 |
|
11. |
To reappoint PKF Littlejohn LLP as auditors of the Company |
105,330,791 |
100.0% |
- |
0.0% |
105,330,791 |
11,291 |
|
12. |
Authority to determine remuneration of the auditors |
105,330,791 |
100.0% |
0 |
0.0% |
105,330,791 |
11,291 |
|
13. |
Authority to allot shares |
69,463,154 |
65.9% |
35,867,637 |
34.1% |
105,330,791 |
11,291 |
|
SPECIAL RESOLUTIONS |
|
|
|
|
|
|
|
|
14. |
Disapplication of pre-emption rights |
76,825,184 |
72.9% |
28,491,882 |
27.1% |
105,317,066 |
25,016 |
|
15. |
Additional disapplication of pre-emption rights (for an acquisition or other specified capital investment) |
69,105,823 |
65.6% |
36,211,243 |
34.4% |
105,317,066 |
25,016 |
|
16. |
Authority to purchase own shares |
105,312,601 |
100.0% |
3,318 |
0.0% |
105,315,919 |
26,163 |
Votes were validly cast in respect of 54.4% of the Company's issued share capital.
These voting results mean that all resolutions were carried, other than resolution 14 (the disapplication of pre-emption rights) and resolution 15 (the additional disapplication of pre-emption rights for an acquisition or other specified capital investment) which failed to achieve the support of at least 75% of the votes cast and were therefore not carried. The board notes that while resolution 13 (authority to allot shares) was carried by a simple majority, more than 20% of the votes cast on this matter were not supportive.
The resolutions proposed at this meeting in connection with the share capital of the Company were in line with the best practice recommendations contained in the Investment Association's Share Capital Management Guidelines and/or the Pre-emption Group's Statement of Principles. The level and extent of the authorities sought were, therefore, in line with normal market practice in the UK.
The Company is aware that the votes against these resolutions were driven by the voting policies of a small number of institutional shareholders. We have already started to engage with these investors to understand their perspective on these matters and will continue our discussions with them. Further updates will be provided as appropriate on the Company's website, in line with the recommendation of the QCA Corporate Governance Code.
Enquiries:
|
Franchise Brands plc |
+ 44 (0) 1625 813231 |
|
Stephen Hemsley, Executive Chairman Peter Molloy, CEO |
|
|
Andrew Mallows, CFO |
|
|
Julia Choudhury, Corporate Development Director |
|
|
|
|
|
Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker) |
+44 (0) 20 7710 7600 |
|
Matthew Blawat |
|
|
Jason Grossman |
|
|
|
|
|
Allenby Capital Limited (Joint Broker) |
+44 (0) 20 3328 5656 |
|
Jeremy Porter / Liz Kirchner (Corporate Finance) |
|
|
Amrit Nahal / Joscelin Pinnington (Sales & Corporate Broking) |
|
|
|
|
|
MHP Group (Financial PR) |
+44 (0) 20 3128 8100 |
|
Katie Hunt / Hugo Harris |
+44 (0) 7884 494112 |
|
|
About Franchise Brands plc
Franchise Brands is an international, multi-brand franchisor focused on B2B van-based service with seven franchise brands and a presence in 10 countries across the UK, North America and Europe. The Group is focused on building market-leading businesses primarily via a franchise model and has a combined network of over 600 franchisees.
The Company owns several market-leading brands with long trading histories, including Pirtek in Europe, Filta, Metro Rod and Metro Plumb, all of which benefit from the Group's central support services, particularly technology, marketing, and finance. At the heart of Franchise Brands' business-building strategy is helping its franchisees grow their businesses: "as they grow, we grow".
Franchise Brands employs almost 650 people across the Group and there are over 3,000 people in the franchise community.
For further information, visit www.franchisebrands.co.uk.