10 May 2016
PureTech Health plc
Results of Annual General Meeting
The Annual General Meeting of PureTech Health plc ("PureTech", LSE: PRTC) plc was held at 5.00pm on Monday 9 May 2016. All of the resolutions proposed at the Annual General Meeting were duly passed by the shareholders on a poll.
The results of the poll, incorporating the proxy votes lodged in advance of the meeting, are set out below.
Resolutions |
For |
% |
Against |
% |
Withheld |
Total votes cast |
001. To receive the Company's Annual Report and Accounts for year end 31 December 2015 |
185,702,295 |
100.00 |
0 |
0.00 |
0 |
185,702,295 |
002. To approve the Directors' Remuneration Report |
179,445,048 |
99.65 |
624,012 |
0.35 |
5,633,235 |
180,069,060 |
003. To approve the Directors' Remuneration Policy |
179,963,800 |
99.94 |
105,260 |
0.06 |
5,633,235 |
180,069,060 |
004. To elect Mr. Joichi Ito as a Director |
185,183,543 |
99.72 |
518,752 |
0.28 |
0 |
185,702,295 |
005. To elect Dr. Raju Kucherlapati as a Director |
184,883,224 |
99.56 |
819,071 |
0.44 |
0 |
185,702,295 |
006. To elect Dr. John LaMattina as a director |
185,702,295 |
100.00 |
0 |
0.00 |
0 |
185,702,295 |
007. To elect Dame Marjorie Scardino as a director |
185,624,655 |
99.96 |
77,640 |
0.04 |
0 |
185,702,295 |
008. To elect Mr. Christopher Viehbacher as a director |
185,624,655 |
99.96 |
77,640 |
0.04 |
0 |
185,702,295 |
009. To elect Dr. Robert Langer as a director |
184,920,864 |
99.58 |
781,431 |
0.42 |
0 |
185,702,295 |
010. To elect Dr. Bennett Shapiro as a director |
184,960,864 |
99.60 |
741,431 |
0.40 |
0 |
185,702,295 |
011. To elect Ms. Daphne Zohar as a director |
185,694,032 |
99.99 |
8,263 |
0.01 |
0 |
185,702,295 |
012. To elect Mr. Stephen Muniz as a director |
185,175,280 |
99.72 |
527,015 |
0.28 |
0 |
185,702,295 |
013. To reappoint KPMG LLP as Auditors of the Company |
185,352,712 |
99.81 |
349,583 |
0.19 |
0 |
185,702,295 |
014. To authorize the Board of Directors to determine the Auditor's remuneration |
185,352,712 |
99.81 |
349,583 |
0.19 |
0 |
185,702,295 |
015. To authorize the allotment of shares |
175,240,183 |
94.37 |
10,462,112 |
5.63 |
0 |
185,702,295 |
016. To dis-apply pre-emption rights |
179,246,480 |
96.97 |
5,592,091 |
3.03 |
863,724 |
184,838,571 |
017. To authorize market purchase of own shares |
185,702,295 |
100.00 |
0 |
0.00 |
0 |
185,702,295 |
018. To authorize general meetings to be called on not less than 14 clear days' notice |
184,493,872 |
99.35 |
1,208,423 |
0.65 |
0 |
185,702,295 |
VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDER
As the Company has a controlling shareholder, Invesco Asset Management Limited, as defined in the Financial Conduct Authority's Listing Rules, each resolution to elect an independent director (resolutions 5,6,7 and 8) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by:
· the shareholders of the Company as a whole; and
· the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder as shown below.
Resolutions |
For |
% |
Against |
% |
Withheld |
Total votes cast |
005. To elect Dr. Raju Kucherlapati as a Director |
108,843,564 |
99.25 |
819,071 |
0.75 |
0 |
109,662,635 |
006. To elect Dr. John LaMattina as a director |
109,662,635 |
100.00 |
0 |
0.00 |
0 |
109,662,635 |
007. To elect Dame Marjorie Scardino as a director |
109,584,995 |
99.93 |
77,640 |
0.07 |
0 |
109,662,635 |
008. To elect Mr. Christopher Viehbacher as a director |
109,584,995 |
99.93 |
77,640 |
0.07 |
0 |
109,662,635 |
Notes:
1. A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
2. As at 9 May 2016, the number of issued shares in the Company was 237,387,951 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, on a poll every member present in person or by proxy has one vote for every share held.
The full text of the resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company's website www.puretechhealth.com and on the National Storage Mechanism.
In accordance with Listing Rule 9.6.2, a copy of the resolutions, other than those concerning ordinary business has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.morningstar.co.uk/uk/NSM.
About PureTech Health
PureTech Health (PureTech Health plc, PRTC.L) is a cross-disciplinary healthcare company developing innovative products that could improve the lives of billions of patients. PureTech is focused on areas of growing scientific and technical insights that it believes are at an important inflection point, including the central nervous, gastro-intestinal and immune systems, and the interactions and signalling between them. PureTech has a pipeline of more than 30 programmes and has approximately 20 clinical studies across its pipeline, targeting multi-billion dollar market opportunities. PureTech's advanced programmes include five with human proof-of-concept and multiple with pivotal or registration study readouts in the next two years. PureTech's leading team and board, along with an advisory network of more than 60 expert founder-scientists and advisors across multiple disciplines, gives PureTech access to potentially ground-breaking science and technological innovation. With healthcare undergoing major transformation, PureTech believes it is well positioned to develop and launch medicines for the 21st century. For more information, visit http://www.puretechhealth.com and connect with us on Twitter.
Forward Looking Statement
This press release contains statements that are or may be forward-looking statements, including statements that relate to the company's future prospects, developments and strategies. The forward-looking statements are based on current expectations and are subject to known and unknown risks and uncertainties that could cause actual results, performance and achievements to differ materially from current expectations, including, but not limited to, those risks and uncertainties described in the risk factors included in the regulatory filings for PureTech Health plc. These forward-looking statements are based on assumptions regarding the present and future business strategies of the company and the environment in which it will operate in the future. Each forward-looking statement speaks only as at the date of this press release. Except as required by law and regulatory requirements, neither the company nor any other party intends to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.
Enquiries
PureTech Allison Mead, Associate Director, Communications and Investor Relations |
+1 617 651 3156 |
FTI Consulting (Communications adviser to PureTech) Ben Atwell Matthew Cole |
+44 (0) 20 3727 1000 |