Result of AGM

RNS Number : 7992R

Savills PLC

06 May 2009

 

Savills plc

Annual General Meeting - Special Business

At the Annual General Meeting (AGM) of the above-named company, duly convened and held at 20 Grosvenor Hill, Berkeley Square, London W1K 3HQ on 6 May 2009. All the resolutions were passed on a show of hands including the following Special Business:

10. Passed as an Ordinary Resolution:

That the Directors be generally and unconditionally authorised for the purposes of Section 80 of the Companies Act 1985 (the 'Act'), to exercise all the powers of the Company to allot relevant securities (as defined in Section 80(2) of the Act):

(a) up to an aggregate nominal amount of £1,098,674; and 

(b) comprising equity securities (as defined in Section 94 of the Act) up to an aggregate nominal amount (when added to any allotments made under (a) above) of £1,753,976 in connection with or pursuant to an offer or invitation by way of a rights issue in favour of holders of ordinary shares in proportion (as nearly as practicable) to the respective number of ordinary shares held by them on the record date for such allotment (and holders of any other class of equity securities entitled to participate therein or if the Directors consider it necessary, as permitted by the rights of those securities) but subject to such exclusions or other arrangements as the Directors may consider necessary or appropriate to deal with fractional entitlements, treasury shares, record dates or legal, regulatory or practical difficulties which may arise under the laws of, or the requirements of any regulatory body or stock exchange in any territory or any other matter whatsoever, these authorities to expire at the conclusion of the next Annual General Meeting of the Company (or if earlier on 1 July 2010), (save that the Company may before such expiry make any offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of any such offer or agreement as if the authority conferred hereby had not expired).

11. Passed as a Special Resolution:

That subject to the passing of resolution 10 set out in the Notice of the 2009 Annual General Meeting of the Company, the Directors be given power pursuant to Section 95(1) of the Companies Act 1985 (the 'Act') to:

(a) allot equity securities (as defined in Section 94 of the Act) of the Company for cash pursuant to the authority conferred by that resolution; and

(b) sell relevant shares (as defined in Section 94(5) of the Act) held by the Company as treasury shares for cash, as if Section 89(1) of the Act did not apply to any such allotment or sale, provided that this power shall be limited to the allotment of equity securities for cash and the sale of treasury shares:

(i) in connection with or pursuant to an offer or invitation (but in the case of the authority granted under resolution 10(b), by way of a rights issue only) in favour of holders of ordinary shares in proportion (as nearly as practicable) to the respective number of ordinary shares held by them on the record date for such allotment (and holders of any other class of equity securities entitled to participate therein or if the Directors consider it necessary, as permitted by the rights of those securities) but subject to such exclusions or other arrangements as the Directors may consider necessary or appropriate to deal with fractional entitlements, treasury shares, record dates or legal regulatory or practical difficulties which may arise under the laws of or the requirements of any regulatory body or stock exchange in any territory or any other matter whatsoever; and

(ii) in the case of the authority granted under resolution 10(a) above, and otherwise than pursuant to paragraph (i) of this resolution, up to an aggregate nominal amount of £164,801 and shall expire at the conclusion of the next Annual General Meeting of the Company (or, if earlier, on 1 July 2010), save that the Company may before such expiry make any offer or agreement which would or might require equity securities to be allotted, or treasury shares to be sold, after such expiry and the Directors may allot equity securities, or sell treasury shares in pursuance of any such offer or agreement as if the power conferred hereby had not expired.

12. Passed as a Special Resolution: 

THAT the Company be and is hereby authorised for the purposes of Section 166 of the Act to purchase, for cancellation or for retention as treasury shares, its own ordinary shares of 2.5p each by way of market purchase within the meaning of Section 163(3) of the Act upon and subject to the following conditions:

(i) the maximum number of shares which may be purchased is a total of 13,184,093 ordinary shares (representing just less than 10% of the issued ordinary share capital);

(ii) the maximum price (exclusive of expenses) which may be paid for each share is an amount equal to the higher of (a) 105% of the average of the middle market quotations for the shares of the Company as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which such share is contracted to be purchased and 

(b) the price stipulated by Article 5(1) of the EU Buyback and Stabilisation Regulation 2003 (No: 2273/2003);

(iii) the minimum price (exclusive of expenses) at which shares may be purchased is the par value of such ordinary shares; and

(iv) the authority to purchase conferred by this resolution shall expire at the conclusion of the Annual General Meeting in 2010 or 1 July 2010, whichever is the earlier, provided that any contract for the purchase of any shares as aforesaid which was completed before the expiry of the said authority may be executed wholly or partly after the said authority expires.

13. Passed as a Special Resolution:

THAT a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice.

Full details of the proxy votes received from shareholders prior to the meeting for each resolution will be made available on the Company's website: www.savills.com 

Copies of the Special Resolutions passed at the AGM have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at: Financial Services Authority, 25 The North Colonnade, Canary Wharf, London, E14 5HS.

Ends

 

END

 

 

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