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Result of Annual General Meeting, Directorate change and Tender Offer
Raven Property Group Limited
Incorporated in Guernsey
Company number 43371
LSE share code: RAV; JSE share code: RAV
ISIN:GB00B0D5V538
(“Raven” or the “Company”)
Result of Annual General Meeting, Directorate change and Tender Offer
Raven announces that, at the Annual General Meeting (“AGM”) of the Company held at 10:00 a.m. today,
the resolutions set out in the Notice of 2020 AGM dated 5 June 2020, were duly passed following a poll
on each resolution.
Defined terms used in this announcement shall have the same meaning as set out in the Notice of 2020
AGM dated 5 June 2020.
Annual General Meeting Poll Results
Resolution For (see note 1) Against (see note 1) Number of Total votes
Number of % Number of % votes cast
votes votes withheld
(see note 2)
1 To receive the 409,627,464 99.99% 35,634 0.01% 2,200 409,663,098
Annual Report
and Accounts
2 To approve the 132,521,060 73.60% 47,539,757 26.40% 229,604,482 180,060,817
Directors’
Remuneration
Report
3 To re-appoint 178,180,506 77.62% 51,383,535 22.38% 180,101,258 229,564,041
Richard Jewson
4 To re-appoint 390,853,518 95.41% 18,809,096 4.59% 2,684 409,662,614
Anton Bilton
5 To re-appoint 397,018,597 96.91% 12,644,018 3.09% 2,684 409,662,615
Glyn Hirsch
6 To re-appoint 397,018,597 100.00% 182 0.00% 12,646,520 397,018,779
Mark Sinclair
7 To re-appoint 397,018,597 100.00% 182 0.00% 12,646,520 397,018,779
Colin Smith
8 To re-appoint 193,708,119 84.38% 35,855,922 15.62% 180,101,258 229,564,041
David Moore
9 To re-appoint 396,362,867 96.76% 13,284,031 3.24% 18,400 409,646,898
Michael Hough
10 To re-appoint 409,611,082 99.99% 38,016 0.01% 16,200 409,649,098
Ernst & Young
as auditors
11 To authorise the 409,662,353 100.00% 2,462 0.00% 484 409,664,815
Directors to fix
the
remuneration of
the auditors
12 To authorise the 396,398,906 96.77% 13,250,677 3.23% 15,716 409,649,583
Directors to allot
ordinary shares,
convertible
preference
shares and
preference
shares
13* To authorise the 409,629,584 99.99% 35,714 0.01% 0 409,665,298
Company to
make market
purchases of its
ordinary shares
14* To authorise the 396,985,748 96.90% 12,679,550 3.10% 0 409,665,298
Company to
make market
purchases of its
convertible
preference
shares
15* To authorise the 406,629,402 99.99% 35,896 0.01% 3,000,000 406,665,298
Company to
make market
purchases of its
preference
shares
16* To dis-apply 396,887,421 96.88% 12,777,878 3.12% 0 409,665,299
pre-emption
rights on the
issue of ordinary
shares
17* To dis-apply 399,159,362 97.44% 10,505,936 2.56% 0 409,665,298
pre-emption
rights on the
issue of ordinary
shares for a
specific
transaction
*Special Resolution
Notes:
1. "Votes For" includes those giving the Chairman discretion and votes "For" and "Against" are expressed as a percentage of votes
received.
2. A "Vote Withheld" is not a vote in law and is not counted in the calculation of the votes "For" and "Against" a resolution.
3. The total number of Ordinary Shares in issue at 6.00 p.m. on 2 July 2020 was 489,746,016, 83.65% of the voting capital was
instructed.
Raven prides itself on a continued dialogue with all major ordinary shareholders and meets with each of
the largest at least twice a year for consultation on all fundamental, strategic, remuneration and
governance issues. This has been consistent company practice since the Company’s founding 15 years
ago. We accept that the voting profile demonstrates shareholder concern on certain issues going forward
and we have already commenced engagement with the majority holders to address those concerns.
As set out in the circular for the 2020 AGM and in line with best practice, the Company deferred the
proposal of a new remuneration policy for the period 1 January 2021 to 31 December 2023 until the 2021
AGM. As it has with all previous significant remuneration matters, the Company will consult with its major
shareholders before presenting the proposed policy at the 2021 AGM.
In addition, the Company’s succession planning for the composition of the Board and its various
committees is in progress and the Company had expected to continue its orderly rotation of non-
executive directors prior to the AGM. In recent months this has been disrupted by the impact caused by
Covid 19, however the Company would like to confirm that it has now recommenced the process and
expects to complete planned additional non-executive director appointments before the end of 2020, with
the aim of aligning the composition of the Board with the UK Corporate Governance Code by the 2022
AGM.
In all other aspects of corporate governance it remains the Company’s intention to continue to engage
directly and constructively with our major ordinary shareholders.
Changes to Directors
As set out in the Company’s 2019 Annual Report, Christopher Sherwell stepped down as a Director of the
Company with effect from today. Michael Hough who was reappointed at today’s AGM will now become
chairman of the Remuneration Committee and the Company’s senior independent director..
In accordance with Listing Rule 9.6.2R, copies of resolutions 12 to 17 passed at today’s Annual General
Meeting and copies of the resolutions passed at today’s class meetings will be submitted to the National
Storage Mechanism and will shortly be available for viewing online at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
6 July 2020
JSE Sponsor: Rencap Securities (Pty) Limited
Enquiries
Raven Property Group Limited Tel: + 44 (0) 1481 712955
Anton Bilton
Glyn Hirsch
Novella Communications (public relations adviser) Tel: +44 (0) 203 151 7008
Tim Robertson
Fergus Young
N+1 Singer (UK joint broker) Tel: +44 (0) 20 7496 3000
Corporate Finance - James Maxwell / James Moat
Sales - Alan Geeves / James Waterlow
Numis Securities Limited (UK joint broker) Tel: + 44 (0) 207 260 1000
Alex Ham / Jamie Loughborough / Alasdair Abram
Nathan Brown / George Shiel
Renaissance Capital (South African broker) Tel: +27 (11) 750 1448
Yvette Labuschagne
Renaissance Capital (Russian broker) Tel: + 7 495 258 7770
David Pipia
Ravenscroft (TISE sponsor) Tel: + 44 (0) 1481 729100
Emma Ozanne
About Raven Property Group
Raven Property Group Limited was founded in 2005 to invest in class A warehouse complexes in Russia
and lease to Russian and International tenants. Its Ordinary Shares and preference shares are listed on
the Main Market of the London Stock Exchange and admitted to the Official List of the UK Listing
Authority and the Official List of The International Stock Exchange (“TISE”). Its Ordinary Shares also have
a secondary listing on the main board of the Johannesburg Stock Exchange and the Moscow Stock
Exchange. Its convertible preference shares are admitted to the Official List of TISE and to trading on the
SETSqx market of the London Stock Exchange. The Group operates out of offices in Guernsey, Moscow
and Cyprus and has an investment portfolio of circa 1.9 million square metres of Grade "A" warehouses
in Moscow, St Petersburg, Rostov-on-Don, Novosibirsk and Nizhny Novgorod and 49,000 square metres
of commercial office space in St Petersburg. For further information visit the Company’s website:
www.theravenpropertygroup.com
Date: 06-07-2020 05:14:00
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