Highcroft Investments PLC Result of AGM (0274F)

TIDMHCFT

RNS Number : 0274F

Highcroft Investments PLC

12 May 2017

Annual General Meeting 2017

Highcroft Investments plc

(the "Company" or "Highcroft")

Results of the Annual General Meeting held on 12 May 2017

Highcroft announces that at its Annual General Meeting, which was held at 12.00 today, all the proposed resolutions were duly approved by the shareholders by way of a poll. Resolutions 1 to 10 were proposed as ordinary resolutions and resolution 11 was proposed as a special resolution. The voting results are set out below and are also available on the Company's website at www.highcroftplc.com.

Under the Financial Conduct Authority's Listing Rules, because the Kingerlee Concert Party is classed as a "controlling shareholder" (defined as a person who exercises or controls, on their own or together with any other person with whom they are acting in concert, 30% or more of the voting rights in the Company) a resolution for the election and re-election of independent directors must be approved by an ordinary resolution of, the shareholders and separately approved by, those shareholders who are not controlling shareholders (the "Independent Shareholders").

Accordingly the results below show the voting by all shareholders and, separately, on resolutions 5 and 9 only, the voting by the Independent Shareholders (which excludes the voting interest of the Kingerlee Concert Party, as controlling shareholder, holding 2,165,189 ordinary shares which represents 41.9% of the issued ordinary share capital of the Company).

 
                                      In favour         Against 
---  ---------------------------  -----------------  -------------  --------- 
      RESOLUTION                     Votes     %age   Votes   %age   Withheld 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To receive and 
       consider the report 
       and accounts for 
       the year ended 
 1     31 December 2016.           2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To approve a final 
       property income 
       distribution of 
       26.0p per share 
       on the ordinary 
       shares of the Company 
       for the year ended 
       31 December 2016 
       to be paid on 2 
       June 2017 to shareholders 
       on the register 
       of members on 5 
 2     May 2017.                   2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      In accordance with 
       the Companies Act 
       2006, to approve, 
       on an advisory 
       only basis the 
       directors' remuneration 
       report, excluding 
       the part containing 
       the directors' 
       remuneration policy, 
       contained in the 
       annual report for 
       the year ended 
 3     31 December 2016.           2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To approve the 
       director's remuneration 
       policy contained 
       in the annual report 
       for the year ended 
       31 December 2016, 
       in accordance with 
       section 439A of 
       the Companies Act 
 4     2006.                       2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To re-elect John 
       Hewitt as a director 
 5     of the Company.             2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To re-elect Simon 
       Gill as a director 
 6     of the Company.             2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To re-elect David 
       Kingerlee as a 
       director of the 
 7     Company.                    2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To re-elect Roberta 
       Miles as a director 
 8     of the Company.             2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To re-elect Simon 
       Costa as a director 
 9     of the Company.             2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      To appoint Mazars 
       LLP as auditor 
       to hold office 
       from the conclusion 
       of the meeting 
       to the conclusion 
       of the next meeting 
       at which accounts 
       are laid before 
       the Company and 
       to authorise the 
       directors to fix 
       the remuneration 
       of the auditor 
       for the ensuing 
 10    year.                       2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  --------- 
      That a General 
       Meeting of the 
       Company (other 
       than an Annual 
       General Meeting) 
       may be called on 
       not less than 14 
 11    days' notice.               2,914,730    100       0      0          0 
---  ---------------------------  ----------  -----  ------  -----  ---------

Votes of Independent Shareholders (excluding the voting interest of the Kingerlee Concert Party)

 
                               In favour        Against 
    ----------------------  ---------------  -------------  --------- 
     RESOLUTION               Votes    %age   Votes   %age   Withheld 
    ----------------------  --------  -----  ------  -----  --------- 
     To re-elect John 
      Hewitt as a director 
 4    of the Company.        919,751    100       0      0          0 
    ----------------------  --------  -----  ------  -----  --------- 
     To re-elect Simon 
      Costa as a director 
 8    of the Company.        919,751    100       0      0          0 
    ----------------------  --------  -----  ------  -----  ---------

Notes:

(a) The votes in favour include those votes giving the Chairman discretion.

(b) A vote withheld is not a vote in law and is not counted in the votes for or against a resolution.

Enquiries:

Highcroft Investments PLC

John Hewitt/Roberta Miles 01865 840023

Panmure Gordon (UK) Limited

Karri Vuori/Fabien Holler 020 7886 2500

This information is provided by RNS

The company news service from the London Stock Exchange

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