The Renewables Infrastructure Group Limited (the "Company")
Result of Annual General Meeting
The Board of the Company is pleased to announce the results of the resolutions put to shareholders at the Annual General Meeting held on Wednesday 3 May 2017 as follows:
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ORDINARY BUSINESS
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ORDINARY RESOLUTION 1
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TO receive and consider the audited accounts, the Directors' report and the Auditors' report for the year ended 31 December 2016:
Result: PASSED
A vote withheld is not a vote in law and cannot be counted in the calculation of the proportion of the votes for or against a resolution. Discretionary votes were voted in favour of each resolution.
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ORDINARY RESOLUTION 2
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TO re-elect Helen Mahy as a Director:
Result: PASSED
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ORDINARY RESOLUTION 3
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TO re-elect Jon Bridel as a Director:
Result: PASSED
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ORDINARY RESOLUTION 4
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TO re-elect Klaus Hammer as a Director:
Result: PASSED
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ORDINARY RESOLUTION 5
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ORDINARY RESOLUTION 6
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THAT Deloitte LLP be re-appointed as auditors of the Company:
Result: PASSED
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ORDINARY RESOLUTION 7
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THAT the Directors be authorised to agree the remuneration of the auditors:
Result: PASSED
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ORDINARY RESOLUTION 8
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TO approve the Directors' remuneration report including the remuneration policy as set out in the Annual Report:
Result: PASSED
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ORDINARY RESOLUTION 9
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TO approve the proposed annual remuneration for routine business for each Director, as set out in the Annual Report and Financial Statements, for the year ending 31 December 2017:
Result: PASSED
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ORDINARY RESOLUTION 10
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TO approve the Company's dividend policy for the year ending 31 December 2017:
Result: PASSED
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SPECIAL BUSINESS
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ORDINARY RESOLUTION 11
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THAT the Directors be, and hereby are, authorised to exercise their discretion under and in accordance with the Company's Articles of Incorporation and The Companies (Guernsey) Law, 2008, as amended to make market acquisitions (within the meaning of The Companies (Guernsey) Law, 2008, as amended) of the Ordinary Shares issued or to be issued by the Company, PROVIDED THAT: (i) the maximum number of Ordinary Shares authorised to be acquired is 14.99 per cent. of the Ordinary Shares in issue on the date of this resolution (excluding treasury shares); (ii) the minimum price (exclusive of expenses) which may be paid for any Ordinary Share is 0.01p; (iii) the maximum price (exclusive of expenses) which may be paid for any Ordinary Share is the amount equal to the higher of (i) 105 per cent. of the average of the middle market quotations for an Ordinary Share as derived from the Daily Official List of the London Stock Exchange for the five business days immediately preceding the day on which the share is acquired (ii) the price of the last independent trade and (iii) the highest current independent bid at the time of acquisition; (iv) the authority hereby conferred shall (unless previously renewed or revoked) expire on the date falling 18 months after the passing of this resolution or at the conclusion of the next annual general meeting of the Company, whichever is the earlier; and (v) the Company may make a contract to purchase its own Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiry of such authority, and may make a purchase of its own Ordinary Shares in pursuance of any such contract:
Result: PASSED
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SPECIAL RESOLUTION 12 |
THAT the Directors be, and hereby are, empowered to allot (or sell Ordinary Shares held as treasury shares) up to 10 per cent. of the Ordinary Shares of the Company in issue as at the date of this resolution, in each case for cash as if Article 7 of the Company's Articles of Incorporation did not apply to the allotment or sale for the period expiring on the date falling 15 months after the date of passing of this resolution or the conclusion of the next annual general meeting of the Company, whichever is the earlier PROVIDED THAT the Company may before such expiry, make an offer or agreement which would or might require Ordinary Shares to be allotted or sold after such expiry and Ordinary Shares may be allotted or sold in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired:
Result: PASSED
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SPECIAL RESOLUTION 13 |
THAT the regulations contained in the document signed for the purposes of identification by the Chairman be and are hereby approved and adopted as the new Articles of Incorporation of the Company in substitution for and to the exclusion of the existing Articles of Incorporation of the Company:
Result: PASSED
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In accordance with Listing Rule 9.6.2, a copy of the special resolutions set out above has been forwarded to the National Storage Mechanism.
For further information, please contact:
Christopher Copperwaite Aztec Financial Services (Guernsey) Limited
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+44 (0)1481 748831 |