FCCN French Connection Group Plc

TIDMFCCN

RNS Number : 9782U

French Connection Group PLC

03 August 2020

3 August 2020

French Connection Group PLC (the "Company")

Annual General Meeting Update

It has come to the Company's attention that the notice of the 2020 Annual General Meeting ("2020 AGM") published and posted to shareholders on 27 July 2020 and setting out details of the resolutions to be proposed at the 2020 AGM contained certain errors.

As such, the Company has today posted to shareholders a revised notice convening the 2020 AGM (the "Revised AGM Notice") and a revised associated form of proxy.

The Revised AGM Notice contains all of the resolutions to be considered at the AGM, as corrected from the previous notice of meeting. Resolutions 10 and 11 as set out in the previous notice, which were intended to seek to renew the Directors' authority to allot shares and disapply pre-emption rights in certain circumstances, have been corrected and replaced by the new resolutions 10 and 11 as set out in the Revised AGM Notice. In addition, resolution 2 as set in the previous notice, has been amended to clarify that the approval sought for the Directors' Remuneration Report, for the financial year ended 31 January 2020, excludes the Directors' Remuneration Policy, as approval for the Directors Remuneration Policy is separately being sought under resolution 3. Certain other consequential amendments have also been made to the Notice, including the explanatory notes to the resolutions, to reflect these changes.

Other than as described above, the Revised AGM Notice does not reflect any further changes to the business to be considered at the AGM, or the manner in which the AGM is to be held. The business as set out in the Revised AGM Notice, including the resolutions as corrected and replaced in the Revised AGM Notice, will be the only business considered at the AGM to be held on Wednesday 26 August 2020. As such, shareholders should disregard the notice of meeting and form of proxy which were posted to them on 27 July 2020 and should only have regard to the Revised AGM Notice and revised form of proxy which have been published and posted to them today.

Shareholders who have already completed and returned forms of proxy utilising the original form of proxy in respect of the AGM, should note that these will now be disregarded. Shareholders are asked to exercise their votes in relation to the business of the 2020 AGM by submitting the revised form of proxy electronically or by post as soon as possible, and these must be received by no later than 11.00 am on Monday 24 August 2020.

All documents are now available from the investors section of the Company's website at https://www.frenchconnection.com/content/investor-relations/index.htm , and copies have also been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/NSM .

We would like to thank all shareholders for their co-operation and understanding and apologise for any inconvenience caused to those who have already returned forms of proxy.

Conduct of AGM

Notwithstanding the changes to the resolutions as proposed in the Revised AGM Notice, as described above, there is no change to how the meeting will be held. As a consequence of the COVID-19 pandemic and as explained in the original notice of the 2020 AGM, we are making changes to the way in which we conduct this year's AGM. French Connection understands and respects the importance of the AGM to shareholders and the Board greatly values the opportunity to meet shareholders in person. However, the health and safety of our shareholders, employees and the broader community is of paramount importance.

In light of the UK Government's current guidance on public gatherings, and the new regulations set out in Schedule 14 of the Corporate Insolvency and Governance Act, the Board has concluded that shareholders cannot be permitted to attend the 2020 AGM in person this year.

The 2020 AGM will be held by electronic means and will be kept as concise and efficient as possible with the minimum necessary quorum of two shareholders in order to conduct the business of the meeting. The format of the meeting will be purely functional to comply with relevant legal requirements.

Instead of attending this year's AGM, shareholders are asked to exercise their votes by submitting their revised forms of proxy electronically or by post as soon as possible, and these must be received by no later than 11.00 am on Monday 24 August 2020. Shareholders who have already submitted a form of proxy should note that these will now be disregarded and they are advised to submit a new proxy using the revised form. Shareholders who wish to appoint a proxy are recommended to appoint the Chair of the meeting as their proxy. As a result of the current Government restrictions, if a shareholder appoints someone else as their proxy, that proxy will not be able to attend the meeting in order to cast the shareholder's vote.

Your votes do matter. Proxy instructions (which include the ability to lodge proxies electronically) are set out in the Revised AGM Notice. Shareholders are also invited to submit questions in advance of the meeting via email at investors@frenchconnection.com by no later than 11.00 am on Monday 24 August 2020. We will endeavour to answer questions received in advance, by publishing responses on thematic topics on our website either prior to, or shortly after, the 2020 AGM.

We will continue to monitor the evolving impact of the pandemic and, if it becomes appropriate or necessary to make changes to the proposed format of the 2020 AGM, we will inform shareholders as soon as we can.

Enquiries:

French Connection Group plc

Lee Williams, Chief Financial Officer and Company Secretary +44 (0) 20 7036 7200

Paternoster Communications

Tom Buchanan

Catriona Woolner-Winders

+44 (0) 20 3012 0241

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