4 June 2024
Chill Brands Group plc
("Chill Brands" or the "Company")
Result of general meeting
Board changes
Result of general meeting
At the general meeting of the Company held at 10.00am today (the "GM"), all resolutions proposed at the general meeting were passed. Details of the voting on each resolution is set out in the table below.
| Resolution | For | % For | Against | % Against | Withheld* |
| 1. That Graham Duncan be appointed as a director. | 235,688,150 | 79.89% | 59,313,093 | 20.11% | 692,056 |
| 2. That Aditya Chathli be appointed a director.
| 235,859,697 | 79.88% | 59,422,834 | 20.12% | 410,768 |
| 3. That Antonio Russo be removed as a director. | 235,467,526 | 79.98% | 58,955,975 | 20.02% | 113,049 |
| 4. That Trevor Taylor be removed as a director. | 235,467,526 | 79.98% | 58,955,975 | 20.02% | 113,049 |
| 5. That any director appointed subsequent to 15 April be removed. | 235,054,817 | 79.94% | 59,000,832 | 20.06% | 480,901 |
*A vote "withheld" is not a vote in law and is not counted towards the votes cast "for" or "against" a resolution.
The Company will provide a trading update for the 12 month period ended 31 March 2024 and current trading shortly.
Board changes
Following the general meeting, the board of directors of the Company (the "Board") now comprises:
· Aditya Chathli (Non-Executive Chairman)
· Graham Duncan (Finance Director)
· Eric Schrader (Non-Executive Director)
· Callum Sommerton (Chief Executive)
· Scott Thompson (Non-Executive Director)
At a Board meeting held earlier today, Aditya Chathli was appointed as Non-Executive Chairman of the Company and the Audit Committee will now comprise of Aditya Chathli and Scott Thompson.
Antonio Russo and Trevor Taylor have ceased to be directors of the Company with immediate effect, who have also been removed as subsidiary directors, also with immediate effect. Both Antonio Russo and Trevor Taylor remain as employees of the Company.
Callum Sommerton
Following the announcement made by the Company on 22 April 2024, the Board have received the preliminary view from Fieldfisher LLP that the allegations of the use of inside information will not be evidenced to a sufficient degree. Consequently, the Board have unanimously agreed to discontinue this investigation and reinstate Callum Sommerton as Chief Executive Officer, with full responsibilities for running the day to day operations, with immediate effect.
Details of the new directors are as follows:
Graham Duncan
Graham is a UK-based chartered accountant with more than 25 years' of capital markets experience. He also holds a Corporate Finance Diploma issued by the Institute of Chartered Accountants in England and Wales.
Since 2013, Graham has operated a consultancy business providing transactional support and financial reporting advice to growing private and public companies in the UK and internationally, including advising on new admissions to the Official List of the London Stock Exchange.
He is Chairman of RentGuarantor Holdings Plc, a company listed on the Apex segment of the Aquis Stock Exchange. Prior to this, Graham was a capital markets director with a major firm of Chartered Accountants in London. Graham has considerable international experience, including four years in Hong Kong where he advised on corporate transactions in the Asia Pacific region.
Aditya ("Harry") Chathli
Aditya is a capital markets and media strategist who has developed and designed successful communication campaigns to raise the profile of organisations, companies and government policies over the past 25 years.
Aditya has been the key PR adviser to clients ranging from FTSE 100 to AIM-listed businesses. He has a demonstrable track record of success in technology-led businesses (TMT, Cleantech, Med-tech, Biotech), FMCG, Healthcare, Industrial & Support Services and Property sectors across UK, Europe, Middle East, Asia, US and Africa.
He is also an entrepreneur with a track record of growing successful businesses, mentoring start-up management teams and identifying sources of growth capital for businesses. He founded his first PR agency, Corfin Public Relations, which was acquired by Luther Pendragon in October 2011. After eight years at Luther, in 2019 he conducted a management buy out to set up the company now trading as Gracechurch Group. Prior to establishing Corfin, Harry was an Associate Partner at Brunswick, which he joined in August 1998 from the International Division of the Adam Smith Institute where he had been an international policy advisor for four years. Harry is on the Board of several private companies and is also Non-executive Chairman at a Standard-listed company on the Main Market of the London Stock Exchange.
-ENDS-
About Chill Brands Group
Chill Brands Group plc (LSE: CHLL, OTCQB: CHBRF) is an international consumer packaged goods company focused on the development, marketing and distribution of wellness and recreational products. The Company's proprietary nicotine-free vapour products cater to the rapidly growing market for tobacco alternatives and are distributed by some of leading retail stores in the US and UK. Chill Brands also operates the chill.com e-commerce website, on which it is building a marketplace of products from third-party brands.
Publication on website
A copy of this announcement is also available on the Group's website at http://www.chillbrandsgroup.com
Media enquiries:
| Chill Brands Group plc Harry Chathli, Director | +44 (0)20 4582 3500 |
| Allenby Capital Limited (Financial Adviser and Broker) | +44 (0) 20 3328 5656 |
| Nick Harriss/Nick Naylor/Lauren Wright (Corporate Finance) | |
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