Result of AGM

RNS Number : 9349C

Genel Energy PLC

22 April 2013

 



Genel Energy plc

Results of Annual General Meeting 22 April 2013

At the Annual General Meeting of Genel Energy plc held today, Monday, 22 April 2013, all resolutions put to the meeting were passed by the shareholders on a poll. The number of voting ordinary shares of £0.10p each in the Company in issue at the date of the meeting was 213,736,679 and each share attracted one vote.

Resolution 18 was put to the meeting as a resolution of the Independent Shareholders of the Company. As a result 149,615,676 of the voting ordinary shares in issue were eligible to vote on this resolution, these shares not being held by Focus Investments Limited, Elysion Energy Holdings BV, Citrus Energy International Group (BVI) Limited, UB Group FZE, Mr. Murat Yazici and Mr. Mehmet Sepil (the "Significant Shareholders").

The appendix to this announcement sets out the Significant Shareholders' maximum current and potential interests in the Company's voting ordinary shares following the passing of Resolution 18.

The results are as follows:

Resolutions	For	%	Against	%	Withheld	Total lodged
1. To receive the accounts and the reports of the Directors and the Auditors for the year ended 31 December 2012.	154,530,245	100	0	0	0	154,530,245
2. To approve the Director's Remuneration Report for the year ended 31 December 2012.	153,925,025	99.61	605,210	0.39	0	154,530,235
3. To re-elect Mr Rodney Chase as a Director.	154,323,095	99.87	205,650	0.13	1,500	154,528,745
4. To re-elect Dr Tony Hayward as a Director.	154,354,595	99.89	175,650	0.11	0	154,530,245
5. To re-elect Mr Julian Metherell as a Director.	154,318,095	99.86	210,650	0.14	1,500	154,528,745
6. To re-elect Sir Graham Hearne as a Director.	154,528,435	99.99	110	0.01	1,700	154,528,545
7. To re-elect Mr Jim Leng as a Director.	154,527,635	99.99	1,110	0.01	1,500	154,528,745
8. To re-elect Mr Mehmet Öğütçü as a Director.	154,353,095	99.89	175,650	0.11	1,500	154,528,745
9. To re-elect Mr Mark Parris as a Director.	154,528,635	99.99	110	0.01	1,500	154,528,745
10. To re-elect Mr George Rose as a Director.	154,354,095	99.89	174,650	0.11	1,500	154,528,745
11. To re-elect Mr Nathaniel Rothschild as a Director.	149,913,738	97.01	4,615,007	2.99	1,500	154,528,745
12. To re-elect Mrs Gulsun Nazli Karamehmet Williams as a Director.	154,497,635	99.98	31,110	0.02	1,500	154,528,745
13. To re-elect Mr Murat Yazici as a Director.	154,497,635	99.98	31,110	0.02	1,500	154,528,745
14. To re-elect Mr Chakib Sbiti as a Director.	154,528,745	100	0	0	1500	154,528,745
15. To re-appoint PricewaterhouseCoopers LLP as the Company's Auditors.	153,754,395	99.88	175,650	0.12	600,200	153,930,045
16. To authorise the Directors to agree the Auditor's remuneration.	154,332,623	99.87	197,422	0.13	200	154,530,045
17. To give the Company limited authority to make political donations and expenditure.	153,602,029	99.79	326,516	0.21	601,700	153,928,545
18. To approve the waiver of obligations by the Takeover Panel under Rule 9 of the Takeover Code	69,478,846	76.89	20,879,712	23.11	50,684	90,358,558
19. To authorise the Company to purchase its voting ordinary shares.	154,505,473	99.99	3,000	0.01	21,772	154,508,473
20. To Permit the Company to hold general meetings, other than an annual general meeting, on not less than 14 clear days' notice	149,904,142	97.01	4,626,103	2.99	0	154,530,245

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.genelenergy.com and on the National Storage Mechanism www.hemscott.com/nsm.do.

A copy of the special resolutions passed at the Annual General Meeting, have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do

For further information please contact:

Sarah Robertson, Deputy Company Secretary

Natalie Fortescue, Head of Investor Relations

Genel Energy        

[phone]

22 April 2013

Appendix

Pursuant to the Takeover Code it is necessary to set out the current and potential respective interests of the Significant Shareholders of voting ordinary share capital following the passing of Resolution 18. 

The table below shows the respective interests of the Significant Shareholders of ordinary shares, and how that holding is split between voting ordinary shares and suspended voting ordinary shares, as at today's date:

	Ordinary		Voting Ordinary		Suspended Voting Ordinary
	Shares	(%)	Shares	(%)	Shares	(%)
Elysion Energy Holding BV	39,189,757	14.0	28,097,823	13.1	11,091,934	16.7
Focus Investments Limited	73,389,351	26.2	36,023,180	16.9	37,366,171	56.2
Citrus Energy International Group (BVI) Limited	6,858,149	2.4	-	-	6,858,149	10.3
UB Group FZE	6,531,580	2.3	-	-	6,531,580	9.8
Mehmet Sepil	1,023,286	0.4	-	-	1,023,286	1.5
Murat Yacizi	3,640,399	1.3	-	-	3,640,399	5.5
Other Genel Energy shareholders	149,615,676	53.4	149,615,676	70.0	-	-
					�
	280,248,198		213,736,679		66,511,519
Total		100.0 ------		100.0 ------		100.0 ------

The maximum potential interest of the Significant Shareholders in the voting ordinary share capital of the Company, following the full use by the Company of its existing buyback authority and assuming no Significant Shareholder participates in the buyback, is as set out in the following table:

Percentage of

       Voting Ordinary                                                            Percentage of

      Share capital                                                        Ordinary Share

    Number of                  after the                 Number of    capital after

    Voting Ordinary            maximum              Ordinary   the maximum

   Shares              buy-back                   Shares                 buy-back

Elysion Energy Holding BV	28,097,823	14.6	39,189,757	15.1
Focus Investments Limited	36,023,180	18.7	73,389,351	28.3
Citrus Energy International Group (BVI) Limited	-	-	6,858,149	2.6
UB Group FZE	-	-	6,531,580	2.5
Mehmet Sepil	-	-	1,023,286	0.4
Murat Yacizi	-	-	3,640,399	1.4
Total	64,121,003	33.3	130,632,522	50.5

Both tables incorporate the effects of the distribution of suspended voting ordinary shares by Petroleum Resources Management N.V. ("PRM"), as announced by the Company on 8 April 2012.  The distribution by PRM was not being treated as a disqualifying transaction under the UK Takeover Code and does not affectthe whitewash as approved under Resolution 18. The Company does not currently hold any shares in treasury.

 

END

 

 

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