Source - LSE Regulatory
RNS Number : 9380J
Photo-Me International PLC
29 April 2022
 

29 April 2022

 

Photo-Me International plc

("Photo-Me", the "Company" or the "Group")

 

Result of AGM and Change of Director

 

 

Result of AGM

Photo-Me, the instant-service equipment group, held its 2021 Annual General Meeting ("AGM") today at the offices of Hudson Sandler LLP, 25 Charterhouse Square, London EC1M 6AE. All resolutions set out in the Notice of AGM, sent to shareholders on 5 April 2022, were passed on a show of hands.

The following levels of proxy appointments and associated instructions were received before the meeting:

 

Ordinary Business

The number of shares in respect of which proxy appointments have been validly made

Proxy Votes For

Proxy Votes Against

Proxy Votes withheld

% for

% against

Ordinary Resolutions

 

 

 

 

 

 

1.

To receive the Accounts and Report of the directors and the auditor for the year ended 31 October 2021.

244,280,660

243,972,456

122,730

185,474

99.95%

0.05%

2.

To approve the directors' remuneration report for the year ended 31 October 2021.

244,280,660

194,717,356

42,292,455

7,270,849

82.16%

17.84%

3.

To approve a final dividend 2.89p per ordinary share in respect of the year ended 31 October 2021 payable on 13 May 2022.

244,280,660

244,120,427

8,633

151,600

99.99%

0.01%

4.

To re-appoint Mazars LLP as auditor.

244,280,660

243,971,455

114,451

194,754

99.95%

0.05%

5.

To authorise the directors to fix the remuneration of the auditor.

244,280,660

 

243,972,134

112,155

196,371

99.95%

0.05%

6.

To re-elect Emmanuel Olympitis as director.

244,280,660

 

197,063,221

 

 

46,913,901

 

 

303,538

 

 

80.77%

 

 

19.23%

 

6.

To re-elect Emmanuel Olympitis as director (without controlling shareholder's votes).

106,332,064

59,114,625

46,913,901

303,538

55.75%

44.25%

7.

To re-elect Jean-Marc Janailhac as director.

244,280,660

243,520,659

426,463

333,538

99.83%

0.17%

8.

To elect Tania Crasnianski as director.

244,280,660

243,609,176

474,418

197,066

99.81%

0.19%

9.

To elect Camille Claverie as director.

244,280,660

239,566,801

4,499,674

214,185

98.16%

1.84%

10.

To elect René Proglio as director.

244,280,660

238,460,019

5,611,973

208,668

97.70%

2.30%

10.

To elect René Proglio as director (without controlling shareholder's votes).

106,332,064

100,511,423

5,611,973

208,668

94.71%

5.29%

11.

To elect Sigieri Diaz della Vittoria Pallavicini as director.

244,280,660

243,820,419

275,425

184,816

99.89%

0.11%

11.

To elect Sigieri Diaz della Vittoria Pallavicini as director (without controlling shareholder's votes).

106,332,064

105,871,823

275,425

184,816

99.74%

0.26%

 

Special Business

 

 

 

 

 

 

Ordinary Resolution

 

 

 

 

 

 

12.

To authorise the directors to allot shares and grant rights to subscribe for, or convert any security into, shares up to a maximum amount.

244,280,660

243,647,151

405,564

227,945

99.83%

0.17%

Special Resolutions

 

 

 

 

 

 

13.

To allow general meetings other than an Annual General Meeting may be called on not less than 14 clear days' notice.

244,280,660

242,842,072

1,281,096

157,492

99.48%

0.52%

14.

To enable directors to allot shares for cash without first offering them to existing shareholders.

 

244,280,660

234,640,744

9,450,092

189,824

96.13%

3.87%

15.

To grant additional rights to the directors to enable them to allot shares for cash without first offering them to existing

shareholders.

244,280,660

243,106,809

976,692

197,159

99.60%

0.40%

16.

 

 

 

To authorise the Company to make market purchases of its own shares.

244,280,660

243,704,973

296,619

279,068

99.88%

0.12%

 

Notes:

1.   Votes withheld have not been counted in the calculation of the proportion of the votes "for" and "against" resolutions.

 

2.   Valid proxy instructions were received in respect of 244,280,660 shares representing 64.62% of the issued share capital.

 

3.   Any proxy appointments which gave discretion to the Chairman have been included in the "for" total.

 

Change of Director

Mr Jean-Marcel Denis today resigned as a Non-executive Director of the Company effective immediately after the Company's AGM. Mr Jean-Marcel Denis was Chairman of the Audit Committee and a member of the Nomination and Remuneration Committees. The Board thanks Mr Denis for his years of dedicated and loyal service to the Group and wishes him and his family well for the future.

Mr René Proglio, Non-executive Director and member of the Audit Committee, succeeds Mr Jean-Marcel Denis as Chairman of the Audit Committee, also effective as of today immediately after the Company's AGM. The Audit Committee will therefore comprise Sir John Lewis, Mr Emmanuel Olympitis, and Ms Françoise Coutaz-Replan, with Mr Proglio as its Chairman. The Board wishes Mr Proglio well in his new role.

 

Enquiries:

 

Photo-Me International plc

 

Del Mansi, Company Secretary

+44 (0) 1372 453 399

Hudson Sandler

 

Charlotte Cobb/Nick Moore

+44 (0) 20 7796 4133

photo-me@hudsonsandler.com

 

 

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