14 November
2024
LEI:
2138003EK6UAINBBUS19
Funding Circle
Holdings plc
Results of
General Meeting
and Update
Statement on 2024 Annual General Meeting Resolution
Votes
Results
of General Meeting
Following its General Meeting held
today, Funding Circle Holdings plc (the ‘Company’) announces that the special resolution
proposed to shareholders as set out in the Notice of Meeting was
carried by a requisite majority on a poll. The table set out below
shows the votes cast for the special resolution.
|
Resolution
|
Votes
for
|
Votes
against
|
Total votes
cast
|
Votes
withheld
|
|
Number
|
%
|
Number
|
%
|
Number
|
%
|
|
1.
|
THAT, subject to the confirmation
of the High Court of Justice in England and Wales, the amount
standing to the credit of the share premium account of the Company
be cancelled.
|
186,413,083
|
100.00
|
2,338
|
0.00
|
186,415,421
|
56.12%
|
12,857
|
Votes "For" and "Against" are
expressed as a percentage of votes cast. Votes "For" include
discretionary votes. A "Vote withheld" is not a vote in law and is
therefore not counted in the calculation of the votes "For" or
"Against" a resolution.
In accordance with
UK Listing Rule
6.4.2R, a copy of the
resolution will be submitted to the National Storage Mechanism and
will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
On Tuesday 12 November 2024, the
total number of issued ordinary shares of £0.001 each entitling the
holders to attend and vote on the resolution at the General Meeting
was 332,161,151.
Update
Statement on 2024 Annual General Meeting (‘AGM’) Voting
Results
By Provision 4 of the UK Corporate
Governance Code and as noted in the announcement of 15 May 2024,
Funding Circle Holdings plc ("the Company") is providing this update following
significant votes (defined as above 20%) against the following
resolutions at its AGM held on 15 May 2024.
Resolutions 17 (general
disapplication of pre-emption rights) and 18 (disapplication of
pre-emption rights in connection with an acquisition or specified
capital investment), which were special resolutions requiring a 75%
majority, did receive sufficient support to be passed, receiving
votes in favour of 78.52% respectively. However, a significant
number of votes (21.48%) were against both resolutions.
Subsequent to the AGM, the Company
has engaged with shareholders who voted against resolutions 17 and
18 and understands that these votes reflected, among other things,
the voting policy of certain institutional investors and the
potential for dilution especially in the absence of a specific
transaction for which the authority would be used.
The resolutions followed the
provisions of the Pre-Emption Group's 2015 Statement of Principles
for the disapplication of pre-emption rights and the Board
considered the flexibility afforded to be in the best interests of
the Company and its shareholders. However, the Board will continue
to consider its approach on this matter and will continue to engage
with shareholders as appropriate. A further update will be provided
in the 2024 Annual Report.
For and on behalf of
Funding Circle Holdings
plc
Lucy Vernall
Company Secretary
ENDS
Enquiries:
Funding
Circle:
Investor
Relations
ir@fundingcircle.com
Tony
Nicol
Media
Relations
press@fundingcircle.com
Angeli
Everitt
Headland
Consultancy +44 (0) 20 3805 4822
Mike Smith / Stephen
Malthouse
About
Funding Circle:
Funding Circle (LSE: FCH) is the
UK’s leading SME lending platform. Its mission is to build the
place where small businesses get the funding they need to
win.
Funding Circle enables small
businesses to access funding – offering an unrivalled customer
experience powered by data and technology. For institutional investors, Funding Circle
provides access to an alternative asset class in an underserved
market, with robust and attractive returns. Globally, Funding Circle has extended more
than £16bn in credit to c.150,000 businesses.