DFS Furniture PLC Notice of General Meeting-Publication of Circular (4226D)
19 Ottobre 2022 - 11:56AM
UK Regulatory
TIDMDFS
RNS Number : 4226D
DFS Furniture PLC
19 October 2022
19 October 2022
DFS Furniture plc
("the Company")
Publication of Circular and Notice of General Meeting
As detailed in the annual financial report and accounts for the
52 weeks ended 26 June 2022 of DFS Furniture plc ("DFS" or the
"Company", and together with its subsidiaries, the "Group"), the
Board has become aware of some issues in respect of the Company's
payment of its Interim Dividend and Special Dividend in May 2022
and certain subsequent purchases of its own shares (the "Relevant
Distributions"), which have regrettably resulted in an infringement
of the Companies Act 2006 (the "Act").
The Board confirms that there is no impact on the Group's
reported financial position resulting from this. The Board has
undertaken a thorough and detailed review of its reserves and is
confident all issues have been identified and that the necessary
procedural and administrative improvements have been
implemented.
The Company has today published a circular convening a general
meeting for 4 November 2022 (the "Circular"), at which a special
resolution will be proposed which will, if passed, put all
potentially affected parties in the position which they were
intended to be in had the Relevant Distributions been made in
accordance with the full requirements of the Act.
The Company will, amongst other things, seek shareholder
approval of a proposed waiver of any claims which the Company may
have against its past and present Directors in respect of the
Relevant Distributions and shareholders in respect of the Interim
Dividend and Special Dividend. The proposed waiver of claims
against the Relevant Directors (further details of which are set
out in the Circular) constitutes a related party transaction for
the purposes of the Listing Rules of the Financial Conduct
Authority.
The Circular contains further details regarding the consequences
of the Relevant Distributions having been made otherwise than in
accordance with the Act and the reasons why the Board of DFS is
proposing the Resolution.
The Circular also contains a notice convening a General Meeting
to be held at the offices of the Company at DFS Furniture PLC, 1
Rockingham Way, Redhouse Interchange, Adwick-le Street, Doncaster
DN6 7NA on 4 November 2022 at 3.30pm. Terms used in this
announcement shall have the meaning given to them in the
Circular.
The Circular will be available to view on the Company's website
https://www.dfscorporate.co.uk/investors/shareholder-meetings and
at the offices of the Company at 1 Rockingham Way, Redhouse
Interchange, Adwick-le-Street, Doncaster, DN6 7NA, United
Kingdom.
A copy of the Circular and the accompanying Form of Proxy have
been submitted to the National Storage Mechanism and will shortly
be available for inspection at www.morningstar.co.uk/uk/nsm. The
Board of DFS Furniture PLC remains committed to its policy of
returning excess funds to shareholders and intends to continue with
its share buy-back programme as set out in the Company's
Preliminary Results announcement of 15 September 2022.
Enquiries:
DFS: TULCHAN
Liz McDonald (Group Company James Macey-White
Secretary)
Philip Hutchinson
investor.relations@dfs.co.uk dfs@tulchangroup.com
About DFS Furniture plc
The Group is the clear market-leading retailer of living room
furniture in the United Kingdom. Our Group purpose is to bring
great design and comfort into every living room, in an affordable,
responsible and sustainable manner. We operate an integrated
physical and digital retail network of living room furniture
showrooms and web sites in the United Kingdom and Republic of
Ireland, trading through our leading brands, DFS, Sofology and
Dwell. We attract customers through our targeted and national
marketing activities and our reputation for high quality products
and service, breadth of product offer and favourable consumer
financing options. We fulfil orders for our exclusive product
ranges through our own three UK finished goods factories, and
through manufacturing partners located in the UK, Europe and Far
East, and delivered with care through our expert final-mile
delivery service "The Sofa Delivery Company Limited"
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END
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