Result of AGM

RNS Number : 7882E

Mediclinic International PLC

20 July 2016

 

Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC

JSE Share Code: MEI
NSX Share Code: MEP

ISIN: GB00B8HX8Z88

(the "Company")

20 July 2016

RESULTS OF ANNUAL GENERAL MEETING

Mediclinic International plc announces that at its Annual General Meeting ("AGM") held today, 20 July 2016, all resolutions set out in the notice of the AGM were passed by the requisite majority of votes by shareholders by way of poll. The results of the poll for each resolution were as follows:

	VOTES FOR	%	VOTES AGAINST	%	VOTES WITHHELD	TOTAL SHARES VOTED	% OF ISSUED SHARE CAPITAL VOTED
ORDINARY RESOLUTIONS
1. To receive the financial statements and the reports of the Directors and the auditor for the year ended 31 March 2016	622,578,350	99.98%	118,999	0.02%	449,397	622,697,349	84.46%
2. To approve the Directors' Remuneration Report (excluding  the Directors' Remuneration Policy) for the year ended 31 March 2016	529,410,739	85.02%	93,301,901	14.98%	434,105	622,712,640	84.46%
3. To declare a final cash dividend for the year ended 31 March 2016 of 5.24 pence per ordinary share	622,181,842	99.91%	530,799	0.09%	434,105	622,712,641	84.46%
4. To re-elect Seamus Keating as a director	621,545,846	99.83%	1,080,481	0.17%	520,419	622,626,327	84.45%
5. To re-elect Ian Tyler as a director	620,766,418	99.70%	1,859,909	0.30%	520,419	622,626,327	84.45%
6. To elect Danie Meintjes as a director	622,506,327	99.98%	120,000	0.02%	520,419	622,626,327	84.45%
7. To elect Dr Edwin Hertzog as a director	606,743,026	97.47%	15,763,826	2.53%	639,894	622,506,852	84.44%
8. To elect Jannie Durand as a director	598,046,117	96.05%	24,580,210	3.95%	520,419	622,626,327	84.45%
9. To elect Alan Grieve as a director	622,329,442	99.95%	296,885	0.05%	520,419	622,626,327	84.45%
10. To elect Prof Dr Robert Leu as a director	622,362,567	99.96%	263,760	0.04%	520,419	622,626,327	84.45%
11. To elect Nandi Mandela as a director	622,388,141	99.96%	238,186	0.04%	520,419	622,626,327	84.45%
12. To elect Trevor Petersen as a director	622,362,567	99.96%	263,760	0.04%	520,419	622,626,327	84.45%
13. To elect Desmond Smith as a director	622,337,759	99.95%	288,568	0.05%	520,419	622,626,327	84.45%
14. To re-appoint PricewaterhouseCoopers LLP as auditor of the Company	574,655,724	92.36%	47,546,434	7.64%	944,588	622,202,158	84.40%
15. To authorise the Audit and Risk Committee to determine the auditor's remuneration	621,802,562	99.85%	910,079	0.15%	434,105	622,712,641	84.46%
16. To authorise the Directors to make political donations	544,268,640	87.70%	76,313,109	12.30%	2,564,997	620,581,749	84.18%
17. To authorise the Directors to allot shares pursuant to Section 551 of the Companies Act 2006	548,493,075	88.24%	73,119,381	11.76%	1,534,290	621,612,456	84.32%
SPECIAL RESOLUTIONS
18. To authorise the Directors to dis-apply the statutory pre-emption rights pursuant to Sections 570 and 573 of the Companies Act 2006	577,260,101	92.86%	44,352,355	7.14%	1,534,290	621,612,456	84.32%
19. To authorise the Directors to dis-apply statutory pre-emption rights for the purposes of acquisitions or capital investments pursuant to Sections 570 and 573 of the Companies Act 2006	595,435,231	95.79%	26,177,225	4.21%	1,534,290	621,612,456	84.32%
20. To authorise the Company to purchase the Company's own subscriber shares at a price of 10 pence per share	620,952,073	99.99%	40,684	0.01%	2,153,989	620,992,757	84.23%
21. To approve the amendment of the Articles of Association of the Company regarding Dividend Access Trusts	620,989,723	100.00%	3,034	0.00%	2,153,989	620,992,757	84.23%
22. To approve the calling of a general meeting other than an annual general meeting on not less than 14 clear days' notice	593,537,738	95.58%	27,455,019	4.42%	2,153,989	620,992,757	84.23%

VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDER ON ELECTION OR RE-ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTORS

ORDINARY RESOLUTIONS	VOTES FOR	%	VOTES AGAINST	%	VOTES WITHHELD	TOTAL SHARES VOTED	% OF ISSUED SHARE CAPITAL VOTED
4. To re-elect Seamus Keating as a director	292,953,028	99.63%	1,080,481	0.37%	520,419	294,033,509	39.88%
5. To re-elect Ian Tyler as a director	292,173,600	99.37%	1,859,909	0.63%	520,419	294,033,509	39.88%
9. To elect Alan Grieve as a director	293,736,624	99.90%	296,885	0.10%	520,419	294,033,509	84.45%
10. To elect Prof Dr Robert Leu as a director	293,769,749	99.91%	263,760	0.09%	520,419	294,033,509	39.88%
11. To elect Nandi Mandela as a director	293,795,323	99.92%	238,186	0.08%	520,419	294,033,509	39.88%
12. To elect Trevor Petersen as a director	293,769,749	99.91%	263,760	0.09%	520,419	294,033,509	39.88%
13. To elect Desmond Smith as a director	293,744,941	99.90%	288,568	0.10%	520,419	294,033,509	39.88%

Notes:

Any proxy appointments giving discretion to the Chairman of the Meeting have been included in the "For" total.

A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.

The Company's total ordinary shares in issue (total voting rights) as at 20 July 2016 was 737,243,810 ordinary shares of 10 pence each. Ordinary shareholders are entitled to one vote per ordinary share held.

Remgro Limited is regarded as a controlling shareholder of the Company for the purposes of the LSE Listing Rules, and each resolution to elect or re-elect an independent non-executive director (resolutions 4, 5 and 9 to 13) have under LSE Listing Rule 9.2.2E been approved by a majority of the votes cast by:

(i) the shareholders of the Company as a whole; and

(ii) the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

In accordance with paragraph 9.6.2 of the LSE Listing Rules, a copy of the resolutions passed at the AGM has been submitted to the National Storage Mechanism and will shortly be available for inspection at: http://www.morningstar.co.uk/uk/NSM.

The complete poll results (inclusive of proxy votes lodged before the AGM) will be available shortly on the Company's website at: www.mediclinic.com.

Registered address: 1st Floor, 40 Dukes Place, London, EC3A 7NH, United Kingdom

Website: www.mediclinic.com

JSE sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)

NSX sponsor: Simonis Storm Securities (Pty) Ltd

Enquiries:

Victoria Dalby (Company Secretary), Capita Company Secretarial Services Limited                               

[phone]

[e-mail]

Aarti Iyer, Bell Pottinger

[phone]

[e-mail]

 

END

 

 

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