TIDMGHG

RNS Number : 0153P

Georgia Healthcare Group PLC

04 June 2020

London, 4 June 2020

Georgia Healthcare Group PLC - Result of AGM

The Board of Directors of Georgia Healthcare Group PLC (the "Company") announces the results of voting on the resolutions put to shareholders at its Annual General Meeting (the "AGM") held on 4 June 2020. Details of the resolutions are set out in full in the Notice of AGM dated 23 April 2020.

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.

As the Company has a controlling shareholder, Georgia Capital PLC, as defined in the Financial Conduct Authority's Listing Rules, each resolution to elect an independent Non-Executive Director (resolutions 3, 5 and 7 to 11) has been approved by a majority of the votes cast by:

   --       the shareholders of the Company as a whole; and 

-- the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

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 adopt 
  the Annual Report and 
  Accounts for the year 
  ended 31 December 2019.          118,793,601   100.00       3,842   0.00   118,797,443   90.22%     286,700 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 2 To receive and approve 
  the Directors' Remuneration 
  Report for the year 
  ended 31 December 2019.          113,424,780    95.48   5,372,663   4.52   118,797,443   90.22%     286,700 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 3 To re-elect William 
  Huyett, as a Non-Executive 
  Director.**                      116,815,701    99.60     472,245   0.40   117,287,946   89.07%   1,796,198 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 4 To r e-elect Nikoloz 
  Gamkrelidze, as an Executive 
  Director.                        117,568,468   100.00           0   0.00   117,568,468   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 5 To re -elect David 
  Morrison, as a Non-Executive 
  Director.**                      116,974,473    99.49     593,994   0.51   117,568,467   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 6 To r e-elect Irakli 
  Gilauri, as a Non-Executive 
  Director.                        117,277,380    99.75     291,087   0.25   117,568,467   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 7 To r e-elect Ingeborg 
  Ø ie, as a Non-Executive 
  Director.**                      117,259,506    99.74     308,961   0.26   117,568,467   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 8 To r e-elect Tim 
  Elsigood, as a Non-Executive 
  Director.**                      115,870,925    98.56   1,697,542   1.44   117,568,467   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 9 To re-elect Mike 
  Anderson, as a Non-Executive 
  Director.**                      117,567,923   100.00         545   0.00   117,568,468   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 10 To re-elect Jacques 
  Richier, as a Non-Executive 
  Director.**                      117,277,380    99.75     291,087   0.25   117,568,467   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 11 To elect Fabian 
  Blank as a Non-Executive 
  Director.**                      117,567,923   100.00         545   0.00   117,568,468   89.28%   1,515,676 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 12 To r e-appoint Ernst 
  & Young LLP as Auditor 
  to the Company.                  118,796,696   100.00         545   0.00   118,797,241   90.22%     286,903 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 13 To a uthorise the 
  Audit Committee to set 
  the remuneration of 
  the Auditor.                     119,083,599   100.00         545   0.00   119,084,144   90.43%           0 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 14 To authorise political 
  donations and political 
  expenditure.                     118,740,436    99.95      56,462   0.05   118,796,898   90.22%     287,245 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 15 To authorise the 
  Board to allot shares.           117,969,570    99.06   1,114,029   0.94   119,083,599   90.43%         545 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 16 To authorise the 
  disapplication of pre-emption 
  rights.                          117,981,677    99.07   1,102,467   0.93   119,084,144   90.43%           0 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 17 To authorise the 
  disapplication of pre-emption 
  rights for the purposes 
  of acquisitions or capital 
  investments.                     117,691,134    98.83   1,393,009   1.17   119,084,143   90.43%           0 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 18 To authorise the 
  Company to purchase 
  its own shares.                  117,905,442    99.01   1,178,156   0.99   119,083,598   90.43%           0 
                                  ------------  -------  ----------  -----  ------------  -------  ---------- 
 

*Issued share capital

**Independent Director

Votes of independent shareholders on the resolutions concerning the re-election of the independent Non-Executive Directors

 
           RESOLUTION               VOTES        %        VOTES      %       VOTES       % of      VOTES 
                                      FOR                AGAINST              TOTAL      ISC*     WITHHELD 
                                                                                         VOTED 
 3 To re-elect William 
  Huyett, as a Non-Executive 
  Director.**                     23,738,704   98.05     472,245    1.95   24,210,949   63.11%   1,796,198 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 5 To re -elect David 
  Morrison, as a Non-Executive 
  Director.**                     23,897,476   97.57     593,994    2.43   24,491,470   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 7 To r e-elect Ingeborg 
  Oie, as a Non-Executive 
  Director.**                     24,182,509   98.74     308,961    1.26   24,491,470   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 8 To r e-elect Tim 
  Elsigood, as a Non-Executive 
  Director.**                     22,793,928   93.07    1,697,542   6.93   24,491,470   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 9 To re-elect Mike 
  Anderson, as a Non-Executive 
  Director.**                     24,490,926   100.00      545      0.00   24,491,471   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 10 To re-elect Jacques 
  Richier, as a Non-Executive 
  Director.**                     24,200,383   98.81     291,087    1.19   24,491,470   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 11 To elect Fabian 
  Blank, as a Non-Executive 
  Director.**                     24,490,926   100.00      545      0.00   24,491,471   63.84%   1,515,676 
                                 -----------  -------  ----------  -----  -----------  -------  ---------- 
 

*Issued share capital

**Independent Director

Notes:

1. As at the date of the AGM, the Company had 131,681,820 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 131,681,820. 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.ghg.com.ge .

Name of authorised official of issuer responsible for making notification:

Link Company Matters Limited

Company Secretary

About Georgia Healthcare Group PLC

Georgia Healthcare Group PLC is a UK incorporated holding company of the largest healthcare services provider in the fast-growing, predominantly privately-owned, Georgian healthcare services market. GHG's leadership position is underpinned by offering the most comprehensive range of inpatient and outpatient services targeting the mass market segment through its vertically integrated network of 18 hospitals and 34 clinics. GHG is the single largest market participant, accounting for 24% of total hospital bed capacity in the country, as of 31 December 2019. GHG is also the largest pharmaceuticals retailer and wholesaler in Georgia, with approximately 32% market share by revenue and the largest provider of medical insurance in Georgia with a 32% market share based on net insurance premiums earned and approximately c.236,000 insurance customers. GHG employed a total of c.15,900 people as at 31 December 2019, including c.3,600 physicians and 2,900 pharmacists.

For further information, please visit ghg.com.ge or contact:

 
Nikoloz Gamkrelidze      Irakli Gogia            Ketevan Kalandarishvili 
CEO                      CFO                     Head of Investor Relations 
+995 322 550505 (5077)   +995 322 550505 (5088)  +995 322 550505 (5079) 
ngamkrelidze@ghg.com.ge  irakligogia@ghg.com.ge  ir@ghg.com.ge 
 

This news report is presented for general informational purposes only and should not be construed as an offer to sell or the solicitation of an offer to buy any securities

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END

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June 04, 2020 10:15 ET (14:15 GMT)

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