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| Date | 28 Jul 2022 |
| Time | 12:28:34 |
| Category | AGMs and other meetings |
| ID | 1237U |
28 July 2022
GB GROUP PLC
("GBG", "Group" or the "Company")
Results of AGM
GBG (AIM: GBG), the experts in digital location, identity verification and fraud software, announces that at its Annual General Meeting held earlier today the resolutions set out below (with the exception of resolutions 13 and 14) were passed by shareholders voting on a poll.
The number of votes received in respect of each resolution were as follows:
|
Resolution |
Votes in favour |
% in favour |
Votes against |
% against |
Votes withheld |
Total votes cast as % of Issued Share Register |
|
1. Receive the annual report and accounts |
195,249,401 |
100.00 |
1,200 |
0.00 |
137,628 |
77.40% |
|
2. Declare a final dividend |
195,205,865 |
99.91 |
169,707 |
0.09 |
3,657 |
77.45% |
|
3. Re-appoint David Anthony Rasche |
187,494,803 |
96.00 |
7,814,077 |
4.00 |
79,349 |
77.42% |
|
4. Re-appoint Nicholas Richard Brown |
193,671,584 |
99.13 |
1,695,596 |
0.87 |
21,049 |
77.45% |
|
5. Appoint Bhavneet Singh |
193,705,557 |
99.15 |
1,661,623 |
0.85 |
21,049 |
77.45% |
|
6. Appoint Richard Longdon |
194,246,123 |
99.43 |
1,121,057 |
0.57 |
21,049 |
77.45% |
|
7. Receive and approve the Report on Directors' Remuneration |
190,801,124 |
97.66 |
4,574,230 |
2.34 |
12,875 |
77.45% |
|
8. Approve Performance Share Plan |
186,871,980 |
95.65 |
8,506,828 |
4.35 |
9,421 |
77.45% |
|
9. Approve Restricted Share Plan |
184,459,914 |
94.41 |
10,920,306 |
5.59 |
8,009 |
77.45% |
|
10. Re-appoint Ernst & Young LLP as auditors |
187,276,322 |
95.86 |
8,092,793 |
4.14 |
19,114 |
77.45% |
|
11. Authorise directors to determine auditor remuneration |
192,444,883 |
98.50 |
2,934,901 |
1.50 |
8,445 |
77.45% |
|
12. Authorise directors to allot shares |
125,718,822 |
64.77 |
68,390,632 |
35.23 |
1,278,775 |
76.95% |
|
*13. Authorise directors to disapply pre-emption up to 5% |
131,663,135 |
68.01 |
61,931,131 |
31.99 |
1,793,963 |
76.74% |
|
*14. Authorise directors to dis-apply pre-emption up to a further 5% in connection with acquisition or specified capital investment |
130,389,373 |
67.35 |
63,204,931 |
32.65 |
1,793,925 |
76.74% |
|
*15. Authorise directors to purchase shares |
180,073,207 |
99.26 |
1,333,477 |
0.74 |
13,981,545 |
71.91% |
(1) A vote withheld is not a vote in law and is not counted in the calculation of the portion of votes in favour or against a resolution
(2) *denotes special resolution
(3) The Board notes that resolution 12, authority to allot shares, was passed with the necessary majority but received less than 80% of votes in favour.
(4) The Board notes that resolutions 13 and 14 are special resolutions and had 31.99% and 32.65% of votes cast against them respectively, and therefore did not pass.
(5) In respect of resolutions 12, 13 and 14, GBG has engaged with its shareholders in order to understand the reasons behind the voting result and will continue to do so in the coming months. The Board takes seriously its responsibilities to represent the interests of shareholders and uphold the highest standards of corporate governance and is open to further constructive dialogue with shareholders and shareholder bodies.
-ENDS -
For further information, please contact:
|
GBG Chris Clark, CEO & David Ward, CFO Annabelle Burton, Company Secretary
|
+44 (0) 1244 657333 +44 (0) 7976 660181 |
|
Numis (Nominated Adviser and Corporate Broker) Simon Willis & Joshua Hughes
|
+44 (0) 0207 260 1000 |
|
Barclays (Corporate Broker) Stuart Jempson & Anusuya Nayar Gupta |
+44 (0) 0207 029 8000
|
|
Tulchan Communications LLP (Financial PR) James Macey White & Matt Low
|
+44 (0) 20 7353 4200
|
|
Website |
www.gbgplc.com/investors |
About GBG
We are the experts in digital location, identity and managing fraud risk and compliance. Helping organisations across the globe eliminate customer friction and fraud from their digital experiences. GBG develops and delivers digital identity, address verification, fraud prevention and compliance software to businesses globally.
Through the combination of the latest technology, the most accurate data and our unrivalled expertise, GBG helps organisations ranging from start-ups to the largest consumer and technology brands in the world deliver seamless experiences, so their customers can transact online with greater confidence.
To find out more about how we help our customers establish trust with their customers visit www.gbgplc.com and follow us on LinkedIn and Twitter @gbgplc.