Result of AGM

RNS Number : 1218R
HSS Hire Group PLC
25 June 2020
 

25 June 2020

HSS Hire Group plc

Results of Annual General Meeting ("AGM")

Free float of shares

At the AGM of HSS Hire Group plc held today at 11.00 am at Hilton Garden Inn Heathrow, Pavilion Centre, Eastern Perimeter Road, Hatton Cross, Heathrow, TW6 2SQ, all resolutions set out in the Notice of Meeting were voted on a poll and were passed by the requisite majorities.

Resolutions 1 to 13 were passed as ordinary resolutions and resolutions 14 to 18 were passed as special resolutions. The results of the poll are set out below.

Ordinary resolutions

Votes
for

% Votes for 1

Votes
against

% Votes against 1

Total votes validly cast

% of Issued share capital voted 1,2,3

Votes withheld 2

Resolution 1:

Receive annual report and accounts

146,814,527

100.00

3,315

0.00

146,817,842

86.26%

1,736

Resolution 2:

Approve remuneration report

146,804,325

99.99

12,539

0.01

146,816,864

86.26%

2,714

Resolution 3:

Re-election of Alan Peterson

146,813,521

100.00

4,321

0.00

146,817,842

86.26%

1,736

Resolution 4:

Re-election of Amanda Burton

146,813,521

100.00

4,321

0.00

146,817,842

86.26%

1,736

Resolution 5:

Re-election of Douglas Robertson

146,813,997

100.00

3,845

0.00

146,817,842

86.26%

1,736

Resolution 6:

Re-election of Thomas Sweet-Escott

146,813,521

100.00

4,321

0.00

146,817,842

86.26%

1,736

Resolution 7:

Re-election of Steve Ashmore

146,813,997

100.00

3,845

0.00

146,817,842

86.26%

1,736

Resolution 8:

Re-election of Paul Quested

146,813,997

100.00

3,845

0.00

146,817,842

86.26%

1,736

Resolution 9:

Re-appoint BDO LLP as auditors

146,811,562

100.00

6,826

0.00

146,818,388

86.26%

1,190

Resolution 10:

Authorise directors to agree auditors' remuneration

146,813,099

100.00

5,289

0.00

146,818,388

86.26%

1,190

Resolution 11:

Renew authority to allot new shares

146,809,668

99.99

7,698

0.01

146,817,366

86.26%

2,212

Resolution 12:

Political donations

146,782,594

99.98

35,199

0.02

146,817,793

86.26%

1,785

Resolution 13:

Approve amendments to directors' remuneration policy and Long Term Incentive Plan

146,802,910

99.99

11,185

0.01

146,814,095

86.26%

5,483

 

VOTES OF INDEPENDENT SHAREHOLDERS ON THE RESOLUTIONS CONCERNING THE

RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS

Ordinary resolutions

Votes
for

% Votes for 1

Votes
against

% Votes against 1

Total votes validly cast

% of Issued share capital voted 1,2,4

Votes withheld 2

Resolution 4:

Re-election of Amanda Burton

61,131,813

99.99

4,321

0.01

61,136,134

72.33%

1,736

Resolution 5:

Re-election of Douglas Robertson

61,132,289

99.99

3,845

0.01

61,136,134

72.33%

1,736

 

Special resolutions

Votes for

% Votes for 1

Votes
against

% Votes against 1

Total votes validly cast

% of Issued share capital voted 1,2,3

Votes withheld 2

Resolution 14:

Disapplication of pre-emption rights to allotment of equity securities

146,809,616

99.99

8,058

0.01

146,817,674

86.26%

1,904

Resolution 15:

Disapplication of pre-emption rights for financing or capital investment

146,812,163

100.00

5,035

0.00

146,817,198

86.26%

2,380

Resolution 16:

Authority to purchase own shares

146,812,748

100.00

5,521

0.00

146,818,269

86.26%

1,309

Resolution 17:

Approve adoption of new articles

146,813,416

100.00

3,831

0.00

146,817,247

86.26%

2,331

Resolution 18:

Notice of general meetings

146,813,627

100.00

5,237

0.00

146,818,864

86.26%

714

Notes:

1.  The percentages above are rounded to two decimal places.

2.  A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.

3.  The number of ordinary shares in issue on 25 June 2020 was 170,207,142. Shareholders are entitled to one vote per share.

4.  The number of ordinary shares in issue on 25 June 2020 controlled by Independent Shareholders as defined in the explanatory notes to the Notice of the Annual General Meeting circulated on 2 June 2020.

Copies of resolutions 14 to 18, being resolutions other than resolutions concerning ordinary business passed by the Company at the above AGM, have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM .

Free float

The continued improvement in the Group's performance is leading to increased investor interest.  However, the Company is cognisant of the level of the free float of its shares, which currently stands at c.13.75%.

The Board and its advisors believe that:

(a)  the market in the Company's shares operates properly, with a greater level of liquidity than many companies of its size;

(b)  continued progress in the Group's operational performance, including the demonstration of resilience through the period of disruption resulting from COVID-19, may lead to increased interest in the Company's shares from investors, both institutional and retail, thereby improving the level of free float.

The Company has been in dialogue with the FCA and agreed a modification of listing rule 9.2.15R, which would otherwise require a free float of at least 25%, until 20 August 2021.  The Board expects to extend the free float in the Company's shares during this time; however the Board is also able to consider multiple other options.


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