TIDMBGEO
RNS Number : 7822Z
Bank of Georgia Group PLC
25 May 2021
London, 25 May 2021
Correction to the Results of AGM
Bank of Georgia Group PLC (the "Company") corrects the
announcement of the results of the AGM held today, 25 May 2021, to
include the votes cast under the proportional voting mechanism. The
below table replaces the table in the previous announcement.
Details of the resolutions are set out in full in the Notice of
AGM dated 16 April 2021.
Voting at the AGM was completed by way of a poll. All
resolutions were passed by the required majority.
Resolutions 1 to 15 (inclusive) were passed as ordinary
resolutions and resolutions 16 to 18 (inclusive) were passed as
special resolutions.
The results of the poll for each resolution were as follows:
RESOLUTION VOTES % VOTES % VOTES % of VOTES
FOR AGAINST TOTAL ISC* WITHHELD
VOTED
1 To receive and approve
the Annual Report and
Accounts for the year
ended 31 December 2020 38,794,130 99.99 4,359 0.01 38,798,489 78.91 377,927
---------- ------ --------- ----- ---------- ------ ---------
2 To receive and approve
the Directors' Remuneration
Report for the year ended
31 December 2020 37,073,749 95.74 1,648,901 4.26 38,722,650 78.75 453,766
---------- ------ --------- ----- ---------- ------ ---------
3 To re-appoint Neil
Janin, as a Non-Executive
Director** 38,223,155 98.45 602,805 1.55 38,825,960 78.96 350,456
---------- ------ --------- ----- ---------- ------ ---------
4 To re-appoint Alasdair
Breach, as a Non- Executive
Director** 38,577,464 98.47 598,391 1.53 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
5 To re- appoint Archil
Gachechiladze, as an
Executive Director 39,175,830 100.00 25 0.00 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
6 To re- appoint Tamaz
Georgadze, as a Non-Executive
Director** 38,739,783 98.89 436,072 1.11 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
7 To re- appoint Hanna
Loikkanen as a Non-Executive
Director ** 37,522,837 95.78 1,652,448 4.22 39,175,285 79.67 1,131
---------- ------ --------- ----- ---------- ------ ---------
8 To re - appoint Veronique
McCarroll, as a Non-Executive
Director** 38,750,012 98.91 425,843 1.09 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
9 To appoint Mariam
Megvinetukhutsesi, as
a Non-Executive Director** 39,175,905 100.00 0 0.00 39,175,905 79.68 511
---------- ------ --------- ----- ---------- ------ ---------
10 To re- appoint Jonathan
Muir, as a Non-Executive
Director** 38,750,012 98.91 425,843 1.09 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
11 To re - appoint Cecil
Quillen, as a Non-Executive
Director** 38,738,259 98.88 437,596 1.12 39,175,855 79.68 561
---------- ------ --------- ----- ---------- ------ ---------
12 To re - appoint Ernst
& Young LLP as Auditor
to the Company 38,530,711 98.35 645,702 1.65 39,176,413 79.68 3
---------- ------ --------- ----- ---------- ------ ---------
13 To authorise the
Audit Committee to set
the remuneration of the
Auditor 38,966,283 99.46 210,132 0.54 39,176,415 79.68 1
---------- ------ --------- ----- ---------- ------ ---------
14 To authorise political
donations and political
expenditure. 37,854,944 96.63 1,321,472 3.37 39,176,416 79.68 0
---------- ------ --------- ----- ---------- ------ ---------
15 To authorise the
Board to allot shares 37,843,944 96.60 1,332,472 3.40 39,176,416 79.68 0
---------- ------ --------- ----- ---------- ------ ---------
16 To authorise the
disapplication of pre-emption
rights 36,871,231 94.12 2,304,640 5.88 39,175,871 79.68 545
---------- ------ --------- ----- ---------- ------ ---------
17 To authorise the
disapplication of pre-emption
rights for the purposes
of acquisitions or capital
investments 34,899,282 89.08 4,276,588 10.92 39,175,870 79.68 546
---------- ------ --------- ----- ---------- ------ ---------
18 To authorise the
Company to purchase its
own shares 38,506,840 98.35 646,565 1.65 39,153,405 79.63 23,011
---------- ------ --------- ----- ---------- ------ ---------
*Issued share capital
**Independent Director
Notes:
1. As at the date of the AGM, the Company had 49,169,428
ordinary shares in issue. The Company did not hold any shares in
treasury and therefore the number of total voting rights as at the
date of the AGM was 49,169,428. In accordance with the Company's
Articles of Association and subject to the Listing Rules, on a poll
every member who is present in person or by proxy has one vote for
every share held.
2. The scrutineer of the poll was Computershare Investor
Services PLC, the Company's Share Registrar.
3. Note that a "vote withheld" is not a vote in law and such
votes have not been included in the calculation of votes "for" and
"against" each resolution. Proxy appointments which gave discretion
to the Chairman have been included in the "for" total above.
In accordance with Listing Rule 9.6.2, copies of the resolutions
which constitute special business at the AGM (being resolutions 14
to 18) will be submitted to the National Storage Mechanism and will
shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
A copy of this announcement has been posted on the Company's
website www.bankofgeorgiagroup.com .
Name of authorised official of issuer responsible for making
notification:
Link Company Matters Limited
Company Secretary
About Bank of Georgia Group PLC
Bank of Georgia Group PLC ("Bank of Georgia Group" or the
"Group" - LSE: BGEO LN) is a UK incorporated holding company, which
comprises: a) retail banking and payment services; b) corporate
banking, wealth management and investment banking operations in
Georgia; and c) banking operations in Belarus ("BNB"). JSC Bank of
Georgia ("Bank of Georgia", "BOG" or the "Bank"), the systemically
important and leading universal bank in Georgia, is the core entity
of the Group. The Bank is a leader in payments business and
financial mobile application, with the strong retail and corporate
banking franchise in Georgia. With a continued focus on increasing
digitalisation and expanding technological and data analytics
capabilities, the Group aims to offer more personalised solutions
and seamless experiences to its customers to enable them to achieve
more of their potential. The Group aims to benefit from growth of
the Georgian economy, and through both its Retail Banking and
Corporate and Investment Banking services targets to deliver on its
strategy, which is based on at least 20% ROAE and c.15% growth of
its loan book in the medium-term .
JSC Bank of Georgia has, as of the
date hereof, the following credit
ratings:
Fitch Ratings 'BB-/B'
Moody's 'Ba2/NP'
For further information, please visit www.bankofgeorgiagroup.com
or contact:
Archil Gachechiladze Michael Oliver Sulkhan Gvalia Natia Kalandarishvili
CEO Adviser to the CFO Head of Investor
CEO Relations
+995 322 444 444
+995 322 444 144 +44 203 178 4034 +995 322 444 108 (9282)
agachechiladze@bog.ge moliver@bgeo.com sgvalia@bog.ge ir@bog.ge
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