Results of Annual General Meeting

Braemar PLC

09 August 2023

 

9 August 2023

BRAEMAR PLC

(the "Company")

Results of Annual General Meeting

Braemar Plc (LSE: BMS), a provider of expert investment, chartering, and risk management advice to the shipping and energy markets, is pleased to announce that each of the resolutions proposed at its Annual General Meeting held earlier today were duly passed by means of a poll vote as set out below.

	Resolution	Votes For	% For	Votes Against	% Against	Total Votes	Votes Withheld
5	Re-election of Elizabeth Gooch as a director	11,847,481	94.85	642,900	5.15	12,490,381	17,948
6	Re-election of James Gundy as a director	11,517,271	93.14	848,065	6.86	12,365,336	142,993
7	Re-election of Nigel Payne as a director	11,643,278	93.24	843,733	6.76	12,487,011	21,318
8	Re-election of Tris Simmonds as a director	11,519,430	92.24	968,701	7.76	12,488,131	20,198
9	Re-election of Joanne Lake as a director	10,254,210	82.10	2,235,171	17.90	12,489,381	18,948
10	Election of Cat Valentine as a director	12,442,282	99.63	46,390	0.37	12,488,672	19,657
11	Election of Grant Foley as a director	12,126,191	97.08	364,697	2.92	12,490,888	17,441
12	Re-appointment of BDO LLP as auditors	10,709,141	85.70	1,786,854	14.30	12,495,995	12,334
13	Authority to determine the auditor's remuneration	8,180,568	67.12	4,007,564	32.88	12,188,132	320,197
14	Authority to allot share capital	10,938,551	93.80	722,961	6.20	11,661,512	846,817
15	Authority to disapply pre-emption rights*	9,738,976	83.51	1,923,191	16.49	11,662,167	846,162
16	Authority to further disapply pre-emption rights*	9,727,724	83.40	1,935,924	16.60	11,663,648	844,681
17	Authority to purchase own shares*	12,450,454	99.58	52,358	0.42	12,502,812	5,517
18	Authority to call a general meeting (other than the Annual General Meeting) on 14 clear days' notice*	12,468,183	99.71	36,473	0.29	12,504,656	3,673

* Special resolution requiring 75% majority.

Notes:

1.     Any proxy appointments which give discretion to the Chair have been included in the "for" total.

2.     The total number of shares in issue is 32,924,877.

3.     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.

4.     The meeting was adjourned and the remaining business of the AGM being resolutions 1 to 4 (inclusive) will be put to vote at a later date, following the publication of the 2023 annual report and accounts.

UK Corporate Governance Code - statement regarding voting result

The board notes that although Resolution 13 (auditor remuneration) passed with the requisite majority, it received more than 20% of votes against the board's recommendation. We thank shareholders for their support and the Board will look to continue engagement throughout the year. The board encourages an open and constructive dialogue directly with shareholders and continue to be willing to engage with any shareholder on any relevant topics should they so wish.

Nigel Payne, Chairman said:

"I am delighted that all of the board's recommended resolutions were supported today by our shareholders. 

I am especially pleased that resolutions 9 and 13 were supported, notwithstanding recommended votes against by certain unregulated proxy shareholder companies, some of whose policies now diverge from recommended FRC guidance , which the board has followed. 

The board's policy remains, wherever possible to not take account of shareholder voting that has clearly followed that recommended voting by unregulated proxy shareholders unless there has been direct engagement from the shareholder with the company".

Availability of documents

In accordance with Listing Rule 9.6.2, full details of the resolutions will be submitted to the National Storage Mechanism and will shortly be available for inspection at: National Storage Mechanism | FCA.

For further information, contact:

Braemar Plc
James Gundy, Group Chief Executive Officer		Tel [phone]
Grant Foley, Group Chief Financial Officer
Rebecca-Joy Wekwete, Company Secretary
Investec Bank plc
Gary Clarence / Harry Hargreaves / Alice King		Tel [phone]
Cenkos Securities plc Ben Jeynes / Max Gould (Corporate Finance) Alex Pollen / Leif Powis (Sales)		Tel [phone]
Buchanan
Charles Ryland / Jamie Hooper / Jack Devoy		Tel [phone]

Notes to Editors:

About Braemar Plc

Braemar provides expert advice in shipping investment, chartering, and risk management to enable its clients to secure sustainable returns and mitigate risk in the volatile world of shipping. Our experienced brokers work in tandem with specialist professionals to form teams tailored to our customers' needs, and provide an integrated service supported by a collaborative culture.

Braemar joined the Official List of the London Stock Exchange in November 1997 and trades under the symbol BMS. For more information, including our investor presentation, please visit www.braemar.com and follow Braemar on LinkedIn.

 

END