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Results of annual general meeting
NEPI Rockcastle plc
Incorporated and registered in the Isle of Man
Registered number 014178V
JSE and Euronext share code: NRP
ISIN: IM00BDD7WV31
(“NEPI Rockcastle” or “Company”)
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting (“AGM”) of shareholders held on Wednesday,
21 August 2019 (in terms of the revised AGM notice dispatched on 29 July 2019) all the resolutions tabled thereat were
passed by the requisite majority of NEPI Rockcastle shareholders.
Details of the results of voting at the AGM are as follows:
- total number of NEPI Rockcastle shares in issue as at the date of the AGM: 585 838 887.
- total number of NEPI Rockcastle shares that were present/represented at the AGM: 476,946,483 being 81% of the
total number of NEPI Rockcastle shares that could have been voted at the AGM.
Resolution 1: Adoption of Annual Report
Shares voted* For Against Abstentions^
473,410,179, being 473,403,694, being 100.00% 6,485, being 0.00% 3,536,304, being 0.60%
80.81%
Resolution 2: Re-election of the following Directors:
- Resolution 2.1: Re-election of Robert Emslie as an Independent Non-executive Director and his appointment as
Chairman
Shares voted* For Against Abstentions^
474,079,152, being 448,808,934, 25,270,218, 2,867,331,
80.92% being 94.67% being 5.33% being 0.49%
- Resolution 2.2: Re-election of Antoine Dijkstra as a Non-executive Director
Shares voted* For Against Abstentions^
474,205,146, 473,907,882, being 99.94% 297,264, being 0.06% 2,741,337, being 0.47%
being 80.94%
- Resolution 2.3: Re-election of Mirela Covasa as Chief Financial Officer
Shares voted* For Against Abstentions^
474,205,146, 473,353,001, being 99.82% 852,145, being 0.18% 2,741,337, being 0.47%
being 80.94%
- Resolution 2.4: Re-election of Andreas Klingen as an Independent Non-executive Director
Shares voted* For Against Abstentions^
474,205,146, 474,139,182, being 99.99% 65,964, being 0.01% 2,741,337, being 0.47%
being 80.94%
Resolution 3. Appointment of members of the Audit Committee:
- Resolution 3.1: Appointment of Andre van der Veer as a member and Chairman of the Audit Committee
Shares voted* For Against Abstentions^
474,205,146, 445,619,295, being 93.97% 28,585,851, being 6.03% 2,741,337, being 0.47%
being 80.94%
- Resolution 3.2: Appointment of George Aase as a member of the Audit Committee
Shares voted* For Against Abstentions^
474,205,146, 474,008,119, being 99.96% 197,027, being 0.04% 2,741,337, being 0.47%
being 80.94%
- Resolution 3.3: Appointment of Antoine Dijkstra as a member of the Audit Committee
Shares voted* For Against Abstentions^
474,205,146, 473,979,818, being 99.95% 225,328, being 0.05% 2,741,337, being 0.47%
being 80.94%
- Resolution 3.4: Appointment of Andreas Klingen as a member of the Audit Committee
Shares voted* For Against Abstentions^
474,205,146, 474,175,569, being 99.99% 29,577, being 0.01% 2,741,337, being 0.47%
being 80.94%
Resolution 4: Authorising the Directors to appoint PricewaterhouseCoopers as the Auditor
Shares voted* For Against Abstentions^
474,205,146, 473,944,672, being 99.95% 260,474, being 0.05% 2,741,337, being 0.47%
being 80.94%
Resolution 5: Authorising Directors to determine Auditor’s remuneration
Shares voted* For Against Abstentions^
474,204,304, 473,771,906, being 99.91% 432,398, being 0.09% 2,742,179, being 0.47%
being 80.94%
Resolution 6: Approval of Directors to determine Non-Executive Directors’ remuneration
Shares voted* For Against Abstentions^
474,100,772, 448,507,549, being 94.60% 25,593,223 being 5.40% 2,845,711, being 0.49%
being 80.93%
Resolution 7: Authority to give effect to resolutions
Shares voted* For Against Abstentions^
474,203,475, 474,202,258, being 100.00% 1,217, being 0.00% 2,743,008, being 0.47%
being 80.94%
Resolution 8: Approval of Directors to determine Non-Executive Directors’ additional special payments
Shares voted* For Against Abstentions^
474,201,206, 372,696,793, being 78.59% 101,504,413, being 21.41% 2,745,277, being 0.47%
being 80.94%
Resolution 9: General authority to issue shares for cash
Shares voted* For Against Abstentions^
474,201,614, 413,531,118, being 87.21% 60,670,496, being 12.79% 2,744,869, being 0.47%
being 80.94%
Resolution 10: Specific authority to issue shares pursuant to a reinvestment option
Shares voted* For Against Abstentions^
474,203,280, 473,426,466, being 99.84% 776,814, being 0.16% 2,743,203, being 0.47%
being 80.94%
Resolution 11: General authority to repurchase shares
Shares voted* For Against Abstentions^
474,170,113, 436,642,353, being 92.09% 37,527,760, being 7.91% 2,776,370, being 0.47%
being 80.94%
Non-binding resolution 1: Endorsement of Remuneration Policy
Shares voted* For Against Abstentions^
474,100,013, 394,450,524, being 83.20% 79,649,489, being 16.80% 2,846,470, being 0.49%
being 80.93%
Non-binding resolution 2: Endorsement of Remuneration Implementation Report
Shares voted* For Against Abstentions^
474,100,013, 401,137,668, being 84.61% 72,962,345, being 15.39% 2,846,470, being 0.49%
being 80.93%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue (excluding treasury shares)
21 August 2019
For further information please contact:
NEPI Rockcastle plc
Alex Morar +40 21 232 1398
JSE sponsor
Java Capital +27 11 722 3050
Euronext Listing Agent
ING Bank +31 20 563 6799
Media Relations NEPI@brunswickgroup.com
Brunswick Group LLP +44 20 7404 5959
Date: 21/08/2019 05:50:00
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