28 September 2023
FRP Advisory Group plc
("FRP" or the "Company")
Result of Annual General Meeting
The Annual General Meeting of FRP c was held at the offices of Bryan Cave Leighton Paisner LLP, Governor's House, 5 Laurence Pountney Hill, London, EC4R 0BR on 28 September 2023 at 10.00 a.m.
All 16 resolutions put to members were passed on a poll. Resolutions 1 to 13 were passed as ordinary resolutions and resolutions 14 to 16 were passed as special resolutions.
The number of votes cast for and against each of the resolutions proposed, and the number of votes withheld were as follows:
| Resolution | Votes for | % | Votes against | % | Votes withheld |
| Ordinary Resolutions | |||||
| Resolution 1 To receive the Company's audited accounts for the financial period ended 30 April 2023 together with the Directors' and Auditors' Report. | 160,269,603 | 99.99 | 16,539 | 0.01 | 11,059 |
| Resolution 2 To receive the Directors' Remuneration Report for the financial period ended 30 April 2023. | 128,641,741 | 80.26 | 31,646,780 | 19.74 | 8,680 |
| Resolution 3 To re-appoint Nigel Guy as a director of the Company. | 153,571,003 | 95.81 | 6,715,139 | 4.19 | 11,059 |
| Resolution 4 To re-appoint Geoffrey Rowley as a director of the Company. | 160,269,445 | 99.99 | 16,697 | 0.01 | 11,059 |
| Resolution 5 To re-appoint Jeremy French as a director of the Company. | 157,397,800 | 98.2 | 2,888,342 | 1.8 | 11,059 |
| Resolution 6 To re-appoint Gavin Jones as a director of the Company. | 157,397,800 | 98.2 | 2,888,342 | 1.8 | 11,059 |
| Resolution 7 To re-appoint Claire Balmforth as a director of the Company. | 153,314,102 | 95.65 | 6,974,419 | 4.35 | 8,680 |
| Resolution 8 To re-appoint David Chubb as a director of the Company. | 159,516,095 | 99.52 | 770,047 | 0.48 | 11,059 |
| Resolution 9 To appoint Kathryn Fleming as a director of the Company. | 160,269,603 | 99.99 | 16,539 | 0.01 | 11,059 |
| Resolution 10 To re-appoint Mazars LLP as the Company's auditors. | 159,476,225 | 99.52 | 774,317 | 0.48 | 46,659 |
| Resolution 11 To authorise the directors of the Company to determine the Auditors' fees. | 160,229,575 | 99.96 | 56,567 | 0.04 | 11,059 |
| Resolution 12 To declare a final dividend of 2.05p per ordinary share for the year ended 30 April 2023. | 160,271,982 | 99.99 | 16,539 | 0.01 | 8,680 |
| Resolution 13 To authorise the Directors to allot equity securities. | 152,098,184 | 94.89 | 8,187,958 | 5.11 | 11,059 |
| Special Resolutions | |||||
| Resolution 14 To empower the Directors to allot equity securities for cash free of statutory pre-emption rights. | 155,383,045 | 96.94 | 4,903,097 | 3.06 | 11,059 |
| Resolution 15 To empower the Directors to allot equity securities for cash otherwise than on a pre-emptive basis for an acquisition or other capital investment. | 143,464,477 | 96.7 | 4,903,097 | 3.3 | 11,929,627 |
| Resolution 16 To empower the Directors to make market purchases of the Company's shares. | 158,966,271 | 99.52 | 770,047 | 0.48 | 560,883 |
The Directors note the significant vote against Resolution 2. The Remuneration Committee chair has been in contact with certain external shareholders to understand shareholder concerns and explain the Company's position. The feedback received will be taken into consideration in remuneration-related decisions and disclosures in relation to the current financial year.
As at 28 September 2023, there were 250,932,590 ordinary shares in issue. Shareholders are entitled to one vote per share. Votes withheld are not votes in law and so have not been included in the calculation of the proportion of votes for and against a resolution.
The full text of each resolution is available in the Notice of Annual General Meeting, published on the Company's website at www.frpadvisory.com/investors/financials-documents/.
Enquiries:
FRP Advisory Group plc
Geoff Rowley, CEO
Jeremy French, COO
Gavin Jones, CFO
Enquiries via MHP
Cavendish Securities plc (Nominated Adviser and Joint Broker)
Katy Birkin/Stephen Keys (Corporate Finance)
Tel: +44 (0) 207 397 8900
Investec Bank plc (Joint Broker)
Carlton Nelson / James Rudd (Corporate Broking)
Tel: +44 (0) 207 597 4000
MHP Communications (Financial Public Relations)
Oliver Hughes
Charlie Barker
Catherine Chapman
Tel: +44 (0) 783 462 3818
FRP@mhpc.com
Notes to Editors
FRP is a leading national specialist business advisory firm established in 2010. It offers a range of advisory services to companies, lenders, investors and other stakeholders, as well as individuals. These services include:
· Restructuring advisory: corporate financial advisory, formal insolvency appointments, informal restructuring advisory, personal insolvency and general advice to all stakeholders.
· Corporate finance: mergers & acquisitions (M&A), strategic advisory and valuations, financial due diligence, capital raising, special situations M&A and partial exits.
· Debt advisory: raising and refinancing debt, debt amendments and extensions, restructuring debt, asset based lending and corporate and leveraged debt advisory.
· Forensic services: forensic investigations, compliance and risk advisory, dispute services and forensic technology.
· Financial advisory: transaction services including financial due diligence, lender services, financial modelling, valuations, pensions and company-side advisory services.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.