RESULT OF ANNUAL GENERAL MEETING

RNS Number : 8745R

BowLeven Plc

14 December 2016

 

14 December 2016

Bowleven plc ("Bowleven" or the "Company")

RESULT OF Annual General Meeting

Bowleven held its Annual General Meeting (the "AGM") earlier today.  Each resolution put to the AGM is set out in full in the Notice of AGM and summarised in Table 1 in the Appendix together with the results of the vote.  Each shareholder present in person or by proxy was entitled to one vote per share held.  Resolutions 1-6 (inclusive) were successfully passed.  Resolutions 7 and 8 (relating to the disapplication of pre-emption rights and purchase of own shares) were not passed.

The Company wishes shareholders to note that excluding the votes of Crown Ocean Capital ("COC"), a Monaco-based offshore private investment vehicle, all resolutions tabled would have been passed with a vast majority of votes cast in favour of each resolution (see Table 2 in the Appendix). All major institutional shareholders who voted, voted in favour of all the resolutions. 

Billy Allan, Chairman of the Board of Directors said:

"We believe the actions of Crown Ocean Capital are part of a broader agenda to frustrate the strategy of the management team and to try cheaply to obtain control of the future direction of the Company for its own interests. We believe the Board's strategy for creating future value is in the best interests of all shareholders. No satisfactory explanation has been provided as to why COC has voted against the resolutions, nor has COC made clear its intentions, despite having previously expressed confidence in the Chairman and the executive management team.

As a result of COC's actions, we have been required to cease our share buyback programme which was implemented under authority granted by an overwhelming majority of shareholders at the 2015 AGM. As part of my remit since joining the Company in October 2015, I have overseen a comprehensive review of the composition, skill-set and governance framework provided by the Board and we remain absolutely focused on ensuring that the Board delivers on its strategy for the benefit of all shareholders."

ENQUIRIES

For further information please contact:

Bowleven plc

Kevin Hart, Chief Executive                                                                                       00 44 131 524 5678

Kerry Crawford, Finance Director

Brunswick Group LLP

Patrick Handley                                                                                                                00 44 207 404 5959

Andrew Garfield

Macquarie Capital (Europe) Limited (NOMAD)

Alex Reynolds                                                                                                                   00 44 203 037 2000

Nicholas Harland

Nick Stamp

 

                                                         Appendix

Table 1 - Results of vote at AGM

RESOLUTION	FOR	%	AGAINST	%
Resolution 1 (Ordinary) Annual Report and Accounts	71,302,206	60.26	47,028,333	39.74
Resolution 2 (Ordinary) Re-elect David Clarkson	67,789,262	56.70	51,767,642	43.30
Resolution 3 (Ordinary) Re-elect Kevin Hart	69,454,704	58.00	50,285,995	42.00
Resolution 4 (Ordinary) Re-appointment of Auditor	104,263,603	89.49	12,249,339	10.51
Resolution 5 (Ordinary) Auditor's Remuneration	105,854,558	89.57	12,327,360	10.43
Resolution 6 (Ordinary) Allot Relevant Securities	68,964,251	57.97	49,993,736	42.03
Resolution 7 (Special) Disapplication of Pre-emption Rights	65,864,184	55.37	53,093,803	44.63
Resolution 8 (Special) Market Purchases	71,330,604	60.12	47,317,942	39.88

Table 2 - Illustrative results excluding COC vote

RESOLUTION	FOR	%	AGAINST	%
Resolution 1 (Ordinary) Annual Report and Accounts	71,302,206	94.08	4,489,125	5.92
Resolution 2 (Ordinary) Re-elect David Clarkson	67,789,262	88.02	9,228,434	11.98
Resolution 3 (Ordinary) Re-elect Kevin Hart	69,454,704	89.97	7,746,787	10.03
Resolution 4 (Ordinary) Re-appointment of Auditor	70,263,603	94.98	3,710,131	5.02
Resolution 5 (Ordinary) Auditor's Remuneration	71,854,558	94.99	3,788,152	5.01
Resolution 6 (Ordinary) Allot Relevant Securities	68,964,251	90.25	7,454,528	9.75
Resolution 7 (Special) Disapplication of Pre-emption Rights	65,864,184	86.19	10,554,595	13.81
Resolution 8 (Special) Market Purchases	71,330,604	93.72	4,778,734	6.28

 

END

 

 

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