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
LEI: 2138002S5BSBIZTD5I60
("Mediclinic", the "Company" or the "Group")
26 July 2018
ANNOUNCEMENT OF THE ANNUAL GENERAL MEETING POLL RESULTS
Mediclinic announces that at its Annual General Meeting ("AGM") held on 25 July 2018, 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:
|
|
TOTAL SHARES VOTED |
% OF ISSUED SHARE CAPITAL VOTED |
VOTES FOR |
% |
VOTES AGAINST |
% |
VOTES WITHHELD |
|
ORDINARY RESOLUTIONS |
|
|
|
|
|
|
|
1. |
To receive the Company's financial statements and the reports by the Directors and auditors |
625,083,123 |
84.79 |
625,071,801 |
100.00 |
11,322 |
0.00 |
756,974 |
2. |
To approve the Directors' Remuneration Report |
624,930,678 |
84.77 |
584,591,036 |
93.54 |
40,339,642 |
6.46 |
909,418 |
3. |
To declare a final dividend of 4.70 pence per ordinary share |
625,551,249 |
84.85 |
625,538,743 |
100.00 |
12,506 |
0.00 |
288,848 |
4. |
To elect Dr Ronnie van der Merwe as a Director |
625,545,985 |
84.85 |
624,986,007 |
99.91 |
559,978 |
0.09 |
294,112 |
5. |
To elect Dr Muhadditha Al Hashimi as a Director |
625,545,570 |
84.85 |
625,118,233 |
99.93 |
427,337 |
0.07 |
294,527 |
6. |
To elect Dr Felicity Harvey as a Director |
625,546,210 |
84.85 |
625,119,604 |
99.93 |
426,606 |
0.07 |
293,887 |
7. |
To re-elect Jurgens Myburgh as a Director |
625,545,985 |
84.85 |
624,155,541 |
99.78 |
1,390,444 |
0.22 |
294,112 |
8. |
To re-elect Dr Edwin Hertzog as a Director |
623,687,848 |
84.60 |
607,348,527 |
97.38 |
16,339,321 |
2.62 |
2,152,247 |
9. |
To re-elect Jannie Durand as a Director |
625,264,107 |
84.81 |
612,530,823 |
97.96 |
12,733,284 |
2.04 |
575,989 |
10. |
To re-elect Alan Grieve as a Director |
622,786,782 |
84.48 |
621,642,338 |
99.82 |
1,144,444 |
0.18 |
3,053,315 |
11. |
To re-elect Seamus Keating as a Director |
622,785,782 |
84.47 |
622,271,752 |
99.92 |
514,030 |
0.08 |
3,054,315 |
12. |
To re-elect Trevor Petersen as a Director |
622,786,512 |
84.47 |
620,324,982 |
99.60 |
2,461,530 |
0.40 |
3,053,585 |
13. |
To re-elect Desmond Smith as a Director |
621,209,703 |
84.26 |
551,631,116 |
88.80 |
69,578,587 |
11.20 |
4,630,393 |
14. |
To re-elect Danie Meintjes as a Director |
625,545,985 |
84.85 |
603,084,758 |
96.41 |
22,461,227 |
3.59 |
294,112 |
15. |
To re-appoint PricewaterhouseCoopers LLP as auditors of the Company |
622,507,013 |
84.44 |
618,004,417 |
99.28 |
4,502,596 |
0.72 |
3,333,084 |
16. |
To authorise the Audit and Risk Committee to determine the remuneration of the auditors |
625,265,419 |
84.81 |
624,782,389 |
99.92 |
483,030 |
0.08 |
574,678 |
17. |
To authorise the Directors to make political donations |
624,054,992 |
84.65 |
560,842,274 |
89.87 |
63,212,718 |
10.13 |
1,785,104 |
18. |
To authorise the Directors to allot ordinary shares |
625,265,198 |
84.81 |
524,756,458 |
83.93 |
100,508,740 |
16.07 |
574,899 |
|
SPECIAL RESOLUTIONS |
|
|
|
|
|
|
|
19. |
To authorise the Directors to dis-apply the statutory pre-emption rights |
625,262,700 |
84.81 |
590,059,495 |
94.37 |
35,203,205 |
5.63 |
577,397 |
20. |
To authorise the Directors to dis-apply pre-emption rights for purposes of acquisitions or capital investments |
625,263,385 |
84.81 |
591,029,782 |
94.52 |
34,233,603 |
5.48 |
576,711 |
21. |
To approve the reduction in minimum notice period for general meetings (other than annual general meetings) |
624,328,189 |
84.68 |
602,771,765 |
96.55 |
21,556,424 |
3.45 |
1,511,908 |
VOTES OF SHAREHOLDERS EXCLUDING THE CONTROLLING SHAREHOLDER ON ELECTION AND RE-ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTORS
|
ORDINARY RESOLUTIONS |
TOTAL SHARES VOTED |
% OF ISSUED SHARE CAPITAL VOTED |
VOTES FOR |
% |
VOTES AGAINST |
% |
VOTED WITHHELD |
5. |
To elect Dr Muhadditha Al Hashimi as a Director |
369,163,066 |
76.77 |
368,735,729 |
99.88 |
427,337 |
0.12 |
294,527 |
6. |
To elect Dr Felicity Harvey as a Director |
369,163,706 |
76.77 |
368,737,100 |
99.88 |
426,606 |
0.12 |
293,887 |
10. |
To re-elect Mr Alan Grieve as a Director |
366,404,278 |
76.20 |
365,259,834 |
99.69 |
1,144,444 |
0.31 |
3,053,315 |
11. |
To re-elect Mr Seamus Keating as a Director |
366,403,278 |
76.20 |
365,889,248 |
99.86 |
514,030 |
0.14 |
3,054,315 |
12. |
To re-elect Mr Trevor Petersen as a Director |
366,404,008 |
76.20 |
363,942,478 |
99.33 |
2,461,530 |
0.67 |
3,053,585 |
13. |
To re-elect Mr Desmond Smith as a Director |
364,827,199 |
75.87 |
295,248,612 |
80.93 |
69,578,587 |
19.07 |
4,630,393 |
Notes:
1. |
Any proxy appointments giving discretion to the Chairman of the Meeting have been included in the "For" total.
|
2. |
A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
|
3. |
The Company's total ordinary shares in issue (total voting rights) as at 25 July 2018 was 737 243 810 ordinary shares of 10 pence each. Ordinary shareholders are entitled to one vote per ordinary share held.
|
4. |
As the Company has a controlling shareholder, Remgro Limited, as defined in the Financial Conduct Authority's Listing Rules, each resolution to elect an independent non-executive director (resolutions 5 to 6 and 10 to 13) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by: (a) the shareholders of the Company as a whole; and (b) 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 Listing Rules, a copy of the resolutions passed at the meeting 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 and details of proxy votes lodged before the AGM will be available shortly on the Investor Relations section of the Company's website at http://ir.mediclinic.com.
About Mediclinic International plc
Mediclinic is an international private healthcare services group with operating divisions in Switzerland, Southern Africa (South Africa and Namibia) and the United Arab Emirates. Its core purpose is to enhance the quality of life of patients by providing acute care, specialist-orientated, multi-disciplinary healthcare services. Mediclinic also holds a 29.9% interest in Spire Healthcare Group plc, an LSE-listed and UK-based private healthcare group.
Mediclinic comprises 75 hospitals and 30 clinics. Hirslanden operates 17 private acute care facilities and 4 clinics in Switzerland with more than 1 800 inpatient beds; Mediclinic Southern Africa operates 49 hospitals and 2 day clinics throughout South Africa and 3 hospitals in Namibia with more than 8 100 inpatient beds in total; and Mediclinic Middle East operates 6 hospitals and 24 clinics with more than 700 inpatient beds in the United Arab Emirates.
Mediclinic has a primary listing on the Main Market of the LSE in the United Kingdom, with secondary listings on the JSE in South Africa and the NSX in Namibia."
Company Secretary, Link Company Matters Limited
Jayne Meacham / Caroline Emmet
+44 (0)20 7954 9569
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
+44 (0)20 3786 8181
Media queries
FTI Consulting
Brett Pollard/Debbie Scott - UK
+44 (0)20 3727 1000
Sherryn Schooling - South Africa
+27 (0)21 487 9000
Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Joint corporate brokers: Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor: Simonis Storm Securities (Pty) Ltd