Replacement: Results of Annual General Meeting

RNS Number : 8470J
Diversified Energy Company PLC
29 April 2022
 

The following amendments have been made to the "Results of Annual General Meeting" released on 26 April 2022 at 4:36pm under RNS No  4234J

 

The Company is amending its Annual General Meeting shareholder vote information (reported on 26 April 2022) to include 2,200,000 votes (0.32% of total shares outstanding) cast in person at the meeting ("For" each Resolution) and inadvertently excluded from the previously reported results

 

All other details remain unchanged. The full amended text is shown below.

 

29 April 2022

 

Diversified Energy Company PLC

("Diversified" or the "Company")

 

Corrected: Results of Annual General Meeting

 

Explanatory Note: The Company is amending its Annual General Meeting shareholder vote information (reported on 26 April 2022) to include 2,200,000 votes (0.32% of total shares outstanding) cast in person at the meeting ("For" each Resolution) and inadvertently excluded from the previously reported results.

 

Diversified Energy Company PLC (LSE: DEC) is pleased to announce that all resolutions put to shareholders at the Company's Annual General Meetings held on 26 April 2022 were duly passed.

 

The total votes were cast as follows:

 

Resolution

 

For

%

 

Against

%

 

Withheld

1

Annual Report

 

  693,174,255 

  99.79% 

 

  1,472,757 

  0.21% 

 

  166,015 

2

Final Dividend

 

  694,798,183 

  100.00% 

 

  1,000 

          -% 

 

  13,844 

3

To re-appoint Auditor

 

  694,673,422 

  99.99% 

 

  39,681 

  0.01% 

 

  99,924 

4

Auditor's Remuneration

 

  694,728,137 

  99.99% 

 

  35,286 

  0.01% 

 

  49,604 

5

Re-elect David Edward Johnson

 

  690,841,757 

  99.43% 

 

  3,945,083 

  0.57% 

 

  26,187 

6

Re-elect Robert "Rusty" Russell Hutson, Jr.

 

  693,646,814 

  99.84% 

 

  1,139,251 

  0.16% 

 

  26,962 

7

Re-elect Bradley Grafton Gray

 

  693,648,909 

  99.84% 

 

  1,137,836 

  0.16% 

 

  26,282 

8

Re-elect Martin Keith Thomas

 

  645,632,140 

  92.93% 

 

  49,154,105 

  7.07% 

 

  26,782 

9

Re-elect David Jackson Turner, Jr.

 

  688,875,128 

  99.15% 

 

5,911,117

  0.85% 

 

  26,782 

10

Re-elect Sandra Mary Stash

 

  693,742,581 

  99.85% 

 

  1,045,257 

  0.15% 

 

  25,189 

11

Re-elect Melanie Anne Little

 

  647,277,449 

  93.16% 

 

  47,510,388 

  6.84% 

 

  25,190 

12

To elect Sylvia Kerrigan

 

  693,848,956 

  99.87% 

 

 912,117

  0.13% 

 

  51,954 

13

Authority to allot shares

 

  612,880,791 

  88.21% 

 

  81,883,059 

  11.79% 

 

  49,177 

14

Directors' Remuneration Report

 

  608,581,459 

  87.60% 

 

  86,165,071 

  12.40% 

 

  66,497 

15

Directors' Remuneration Policy

 

  555,660,616 

  82.75% 

 

  115,861,586 

  17.25% 

 

  23,290,825 

16

Political Donations & Expenditures

 

  680,302,210 

  97.92% 

 

  14,428,471 

  2.08% 

 

  82,346 

17

Authority to dis-apply pre-emption rights

 

  610,994,631 

  87.96% 

 

  83,604,763 

  12.04% 

 

  212,769 

18

Authority to dis-apply pre-emption rights (Acquisitions)

 

  544,752,815 

  78.43% 

 

  149,848,576 

  21.57% 

 

  210,772 

19

Authority to purchase own shares

 

  694,629,965 

  99.99% 

 

  44,220 

  0.01% 

 

  138,478 

20

Amendment of Articles

 

  693,108,669 

  100.00%               

 

  23,507 

        -% 

 

  1,679,987 

21

Short Notice General Meeting

 

  685,781,650 

  98.70% 

 

  9,005,339 

  1.30% 

 

  25,174 

 

Note: 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" shown.

 

The full text of the resolutions passed at the AGM has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

 

The Board of Diversified Energy Company PLC (the "Board") is pleased to note that shareholders approved all resolutions at today's AGM, most with substantial support. Having actively engaged with many shareholders ahead of the AGM and throughout the year, the Board would like to thank shareholders for their input and continued support.

 

Whilst pleased that shareholders approved most of the resolutions with majorities in excess of 80%, the Board notes that Resolution 18 (Disapplication of Pre-emption Rights for acquisitions and other capital investment) was passed with a majority of 78.43%.

 

Resolutions 17 and 18 (both in relation to the disapplication of pre-emption rights) followed the provisions of the Pre-Emption Group's Statement of Principles for the disapplication of pre-emption rights and reflect UK listed company market practice. The Board considers the flexibility afforded by the authorities to allot shares without pre-emption rights to be in the best interests of shareholders.

 

The Board is committed to maintaining an open and transparent dialogue with the Company's shareholders and in accordance with provision 4 of the UK Corporate Governance Code, it will continue this engagement to enhance its understanding of the views of shareholders who voted against this resolution including any specific concerns on share allotment authorities. The Company will publish an update on this engagement, in accordance with the UK Corporate Governance Code, within six months of the 2022 AGM and a final summary in the Company's Annual Report for the 2022 Financial Yea r.

 

For further information, please contact:

Diversified Energy Company PLC

+1 205 408 0909

Jim Sheehan

 

div.energy

 

ir@dgoc.com

 

 

 

Buchanan

+44 20 7466 5000

Financial Public Relations

 

Ben Romney

 

Chris Judd

 

Jon Krinks

 

James Husband

 

dec@buchanan.uk.com

 

 

About Diversified Energy Company PLC

Diversified Energy Company PLC is an independent energy company engaged in the production, marketing and transportation of primarily natural gas related to its synergistic US onshore upstream and midstream assets.

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