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2020 Annual General Meeting – Supplemental Letter from the Chair of the Board
Hammerson plc
(Incorporated in England and Wales)
(Company number 360632)
LSE share code: HMSO JSE share code: HMN
ISIN: GB0004065016
(“Hammerson” or “the Company”)
3 April 2020
2020 Annual General Meeting – Supplemental Letter from the Chair of the Board
The Company announced and distributed to shareholders on 17 March 2020 its
notice of its 2020 Annual General Meeting (AGM or Meeting) and its Annual
Report and Financial Statements for the year ended 31 December 2019 (RNS
Number: 4374G). Pursuant to its obligations, the Company also submitted the
following documents to the Financial Conduct Authority for publication through
the National Storage Mechanism (so as to be available for inspection at
www.morningstar.co.uk/uk/nsm) and posted them on its website at
www.hammerson.com:
- Annual Report for the year ended 31 December 2019;
- Notice of 2020 Annual General Meeting (the Notice of AGM); and
- Form of Proxy (South Africa).
Further to the above and the announcement made by the Company on 30
March 2020 in respect of the decision by the Directors that it is no longer
appropriate to recommend the payment of a final dividend for the financial year
ended 31 December 2019 (RNS Number: 9627H), the Company confirms that it is
today distributing a Supplemental Chair’s Letter to shareholders (the Letter). This
Letter gives formal notice that the Notice of AGM is amended such that Resolution
4 no longer forms part of that Notice or the business of the Meeting and will not
now be put to a shareholder vote at the AGM.
The Letter also provides further information in relation to the arrangements for the
Meeting. In line with the Government’s compulsory measures relating to social
distancing in light of Covid-19 (the Measures), the Company will not be able to
give shareholders access to attend the Meeting in person and so shareholders
should instead vote by way of proxy.
The Letter will also be submitted today to the National Storage Mechanism and
posted on the Company’s website.
The withdrawal of Resolution 4 from the Notice of AGM does not affect any proxy
votes which have been validly submitted already, which will remain valid and will
be counted in respect of those resolutions which now form part of the business of
the Meeting. Any votes received in respect of Resolution 4 (which no longer forms
part of the business of the Meeting) are not valid and will not be counted. No
revised Form of Proxy is provided.
Arrangements for the AGM – In light of COVID-19
On 26 March 2020, the Government’s Stay at Home Measures (Measures) were
passed into law in England and Wales with immediate effect to deal with the
COVID-19 pandemic. These Measures prohibit public gatherings of more than two
people, except where the gathering is ‘essential for work purposes’. The FRC and
ICSA published supplemental guidance on 27 March 2020 in response to the
Measures, advising that attendance at a general meeting by a shareholder (other
than one specifically required to form the quorum for that meeting), does not meet
that criterion.
The Board has considered the impact of the Measures and the ICSA guidance on
the forthcoming AGM. Accordingly the Meeting now be will be held at 30 Burghley
Road, London NW5 1UE at 11.00 am (UK time) on Tuesday, 28 April 2020. Please note
that, in order to comply with the Measures, shareholders will not be permitted to
attend the Meeting in person and should instead vote by way of proxy.
We expect only the General Counsel and Company Secretary and one other
shareholder to be in attendance in person at the Meeting to ensure that the
Meeting is quorate and to conduct the business of the Meeting. No Directors will be
present in person. We intend to reduce the length of the Meeting by limiting it to
the formal business required. No trading updates or other management statements
will be provided. The voting results of all resolutions put before the Meeting will be
announced to the market following the Meeting. Any questions that shareholders
have on the business of the Meeting should be sent by e mail to
investorrelations@hammerson.com.
Alice Darwall
General Counsel and Company Secretary
+44 (0) 20 7887 1000
Hammerson has its primary listing on the London Stock Exchange and a secondary
inward listing on the Johannesburg Stock Exchange.
Sponsor:
Investec Bank Limited
Date: 03-04-2020 08:00:00
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