TIDMPIN

RNS Number : 6974R

Pantheon International PLC

30 October 2019

For immediate release

The information contained in this announcement is restricted and is not for publication, release or distribution in the United States of America, any member state of the European Economic Area (other than the United Kingdom or to professional investors in Finland and Sweden), Canada, Australia, Japan or the Republic of South Africa.

PANTHEON INTERNATIONAL PLC (THE "COMPANY")

RESULT OF ANNUAL GENERAL MEETING HELD ON 30 OCTOBER 2019

Following the Annual General Meeting held today, the Company is pleased to announce that all Resolutions put to shareholders were passed on a show of hands.

Resolutions 1 to 11 were proposed as Ordinary Resolutions. Resolutions 12 to 14 were proposed as Special Resolutions.

The total number of proxy votes received in respect of each such resolution 48 hours prior to the meeting is set out below:

 
 Resolution (No.            Votes        Votes       Votes at      Votes Withheld 
  as noted on proxy          For          Against     Chairman's 
  form)                                               Discretion 
 1. To receive and 
  adopt the accounts 
  for period ended 
  31 May 2019               26,038,545          24           200        2,400,800 
                           -----------  ----------  ------------  --------------- 
 2. Approve Directors' 
  Remuneration Report 
  for period ended 
  31 May 2019               26,032,093       1,148           200        2,406,128 
                           -----------  ----------  ------------  --------------- 
 3. Re-election 
  of Sir Laurie Magnus      24,410,232   1,628,738           200        2,400,399 
                           -----------  ----------  ------------  --------------- 
 4. Re-election 
  of Mr I.C.S. Barby        20,611,483   5,427,487           200        2,400,399 
                           -----------  ----------  ------------  --------------- 
 5. Re-election 
  of Mr J.D. Burgess        26,038,946          24           200        2,400,399 
                           -----------  ----------  ------------  --------------- 
 6. Re-election 
  of Mr D.L. Melvin         26,038,946          24           200        2,400,399 
                           -----------  ----------  ------------  --------------- 
 7. Re-election 
  of Ms S.E.M Nicklin       26,038,910          60           200        2,400,399 
                           -----------  ----------  ------------  --------------- 
 8. Re-appointment 
  of Mr J.B.H.C.A. 
  Singer                    26,038,946         123           200        2,400,300 
                           -----------  ----------  ------------  --------------- 
 9. Appointment 
  of Ernst & Young 
  LLP as Auditor            26,037,296         873           200        2,401,200 
                           -----------  ----------  ------------  --------------- 
 10. Authorise Audit 
  Committee to determine 
  Auditor's Remuneration    25,981,935      56,634           200        2,400,800 
                           -----------  ----------  ------------  --------------- 
 11. Authority to 
  allot shares              26,038,252         374           200        2,400,743 
                           -----------  ----------  ------------  --------------- 
 12. Dis-application 
  of pre-emption 
  rights                    26,036,893          24           200        2,402,452 
                           -----------  ----------  ------------  --------------- 
 13. Market purchases 
  of own shares             26,037,087       1,638           200        2,400,644 
                           -----------  ----------  ------------  --------------- 
 14. General meeting 
  called on not less 
  than 14 clear days' 
  notice                    25,725,876     313,193           200        2,400,300 
                           -----------  ----------  ------------  --------------- 
 

The Board is pleased that the majority of Resolutions have been passed with a high level of support from shareholders. The Board notes the significant vote against Resolution 4, the re-election of Ian Barby. From engagement with proxy voting agencies the Board understands this may relate to concerns around Mr Barby's independence. As disclosed in the Chairman's Statement in PIP's 2019 Annual Report, Mr Barby, who became a Director in 2005, has indicated that he wishes to retire no later than at the Company's AGM in 2020. Mr Barby recently led the selection process to appoint EY as the Company's auditors for the current financial year ending 31 May 2020. The Board considered it important that Mr Barby remains in post during the transition of audit responsibility to EY before leaving the Board and being succeeded as Chairman of the Audit Committee by David Melvin. The Board is of the view that Mr Barby, and all the re-elected Directors, remain independent. The Board will engage with shareholders to understand their views as part of its ongoing programme of engagement.

In accordance with Listing Rule 9.6.2R a copy of Resolutions 11 to 14 will be submitted to the National Storage Mechanism and will shortly be available for viewing at http://www.morningstar.co.uk/uk/nsm

LEI: 2138001B3CE5S5PEE928

For more information please visit PIP's website at www.piplc.com or contact:

Andrew Lebus or Vicki Bradley

Pantheon Ventures (UK) LLP

020 3356 1800

NOTES

PIP

PIP is a listed FTSE 250 private equity investment trust, overseen by an independent Board of Directors and managed by Pantheon, one of the leading private equity investment managers globally. PIP offers investors a liquid, differentiated entry point to the excellent growth potential of global private equity, with access to the primary, secondary and co-investment opportunities of some of the best managers in the world. The company has a track record of outperformance, and manages risk through diversification and rigorous selection based on Pantheon's extensive experience and international platform.

Important Information

A copy of this announcement will be available on the Company's website at www.piplc.com Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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