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Results of the 2020 Annual General Meeting
Capital & Counties Properties PLC
(Incorporated and registered in the United Kingdom and
Wales with registration Number 07145041 and registered in
South Africa as an external company with Registration
Number 2010/003387/10)
JSE code: CCO
ISIN: GB00B62G9D36
4 May 2020
CAPITAL & COUNTIES PROPERTIES PLC (the “Company” or “Capco”)
RESULTS OF THE 2020 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company’s 2020 Annual General Meeting held on 1 May
2020 are as follows:
Resolutions For: % Against: % Total votes % of Withheld:
cast: issued
share
capital
1. To receive the accounts 699,785,368 99.68% 2,216,487 0.32% 702,001,855 82.75% 1,032,722
and reports of the
Directors and the
Auditors for the year
ended 31 December 2019
2. To declare a final 701,745,228 99.88% 846,067 0.12% 702,591,295 82.82% 443,283
dividend of 1 pence per
ordinary share
3. To re-elect Henry 671,762,992 95.77% 29,642,250 4.23% 701,405,242 82.68% 1,629,335
Staunton as a Director
4. To re-elect Ian 688,637,936 98.01% 13,952,307 1.99% 702,590,243 82.82% 444,335
Hawksworth as a Director
5. To re-elect Situl 696,527,479 99.14% 6,062,764 0.86% 702,590,243 82.82% 444,335
Jobanputra as a Director
6. To elect Michelle 693,979,575 98.77% 8,610,920 1.23% 702,590,495 82.82% 444,083
McGrath as a Director
7. To re-elect Charlotte 508,311,218 72.35% 194,279,276 27.65% 702,590,494 82.82% 444,083
Boyle as a Director
8. To re-elect Jonathan Lane 701,692,235 99.87% 898,250 0.13% 702,590,485 82.82% 444,093
as a Director
9. To re-elect Anthony 650,534,290 92.59% 52,056,195 7.41% 702,590,485 82.82% 444,093
Steains as a Director
10. To re-appoint 619,543,526 88.18% 83,041,994 11.82% 702,585,520 82.82% 449,057
PricewaterhouseCoopers
LLP as Auditors
11. To authorise the Directors 617,648,780 87.91% 84,941,213 12.09% 702,589,993 82.82% 444,584
to determine the
Auditors’ remuneration
12. To approve the Directors’ 491,278,465 70.41% 206,419,016 29.59% 697,697,481 82.24% 5,337,096
Remuneration Policy
13. To approve the Directors’ 226,020,219 32.17% 476,556,594 67.83% 702,576,813 82.82% 457,764
Remuneration Report for
the year ended 31
December 2019 (other
than the Directors’
Remuneration Policy)
14. To authorise the Directors 688,621,719 98.01% 13,967,924 1.99% 702,589,643 82.82% 444,935
to offer newly issued
shares instead of cash in
respect of any dividends
declared
15. To authorise the Directors 613,822,099 87.37% 88,708,583 12.63% 702,530,682 82.81% 503,896
to allot the unissued
share capital up to a
specified amount (s.551)
(Companies Act 2006)
16. Special Resolution: To 564,001,614 80.33% 138,072,758 19.67% 702,074,372 82.76% 960,206
disapply pre-emption
provisions of s.561(1) of
the Companies Act 2006
up to a specified amount
17. Special Resolution: To 688,677,180 98.11% 13,271,926 1.89% 701,949,106 82.74% 1,085,471
authorise the Company to
purchase its own shares
18. Special Resolution: To 652,474,007 92.87% 50,057,177 7.13% 702,531,184 82.81% 503,214
allow General Meetings
(other than AGMs) to be
held on 14 clear days’
notice
Notes:
1. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.
2. A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes for or against a resolution.
3. Total voting rights of shares in issue: 848,359,508. Every shareholder has one vote for every ordinary share held.
As announced on 26 February 2020, Gerry Murphy and Andrew Strang stepped down from the Board at the conclusion of the Annual
General Meeting.
The Board notes that there was a significant vote against resolutions 7 and 12 and the advisory vote in respect of resolution 13 at
the Annual General Meeting. Given 2019 was a year of transition, positioning Capco as a strongly capitalised prime central London
focused REIT, the Board is disappointed but understands these results. The Remuneration Committee will continue to engage with
shareholders to ensure views are fully understood. The Company will publish an update on shareholder engagement within six
months of the Annual General Meeting.
In accordance with paragraph 9.6.2 of the Listing Rules, copies of the resolutions passed at the meeting, other than resolutions
concerning ordinary business, have been submitted to the National Storage Mechanism and will shortly be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Enquiries:
Leigh McCaveny
Acting Company Secretary
Telephone +44 20 3214 9170
JSE Sponsor:
Merrill Lynch South Africa (Pty) Limited
Date: 04-05-2020 07:05:00
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