
May 15, 2025
Burford Capital Announces Results of the 2025 AGM
Burford Capital Limited ("Burford" or the "Company"), the leading global finance and asset management firm focused on law, is pleased to announce that all of the resolutions proposed at its annual general meeting of shareholders held on May 14, 2025 (the "2025 AGM") were approved by shareholders, including, among others, the approval of a final dividend of 6.25Ā¢ (United States cents) per ordinary share, no par value ("Ordinary Share"), to be paid on June 13, 2025 to all ordinary shareholders on the register of shareholders of the Company at the close of business on May 23, 2025.
The total number of Ordinary Shares voted in person or by proxy at the 2025 AGM was 174,178,277, representing 79.38% of 219,421,904 Ordinary Shares outstanding as of March 17, 2025 record date and entitled to vote at the 2025 AGM. The Company's shareholders passed (i) resolutions 1 through 10 and 13 through 16 submitted to a vote of shareholders at the 2025 AGM by the requisite simple majority of the votes cast by persons entitled to vote and (ii) resolutions 17 and 18 submitted to a vote of shareholders at the 2025 AGM by the requisite no less than 75% of the votes cast by persons entitled to vote. In addition, shareholders approved, on an advisory basis, resolution 11 (the advisory Say-on-Pay vote (as defined below)), and a majority of the votes cast on resolution 12 (the advisory Say-on-Frequency vote (as defined below)) were cast in favor of conducting future shareholder advisory votes on the compensation of the Company's named executive officers on an annual basis. For more information regarding these matters, please refer to the Company's definitive proxy statement in connection with the 2025 AGM filed with the US Securities and Exchange Commission on April 3, 2025 (the "Proxy Statement").
The final voting results for each resolution submitted to a vote of shareholders at the 2025 AGM are as follows:
Resolutions 1 through 6-To re-elect each of the director nominees listed below as a director of the Company for a term expiring at the close of the next annual general meeting of the Company.
|
| Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
Rukia Baruti Dames | | 158,041,159 | | 98.04% | | 3,148,506 | | 1.95% | | 1,463,577 | | 11,525,035 |
Christopher Bogart | | 162,379,793 | | 99.88% | | 185,669 | | 0.11% | | 87,780 | | 11,525,035 |
Pamela Corrie | | 159,977,151 | | 99.25% | | 1,206,451 | | 0.74% | | 1,469,640 | | 11,525,035 |
Robert Gillespie | | 122,211,309 | | 75.17% | | 40,358,858 | | 24.82% | | 83,075 | | 11,525,035 |
Christopher Halmy | | 119,444,521 | | 73.48% | | 43,098,518 | | 26.51% | | 110,203 | | 11,525,035 |
John Sievwright | | 145,914,541 | | 89.76% | | 16,645,706 | | 10.23% | | 92,995 | | 11,525,035 |
Resolution 7-To declare a final dividend of 6.25Ā¢ (United States cents) per Ordinary Share and to pay such final dividend on June 13, 2025 to all ordinary shareholders on the register of shareholders of the Company at the close of business on May 23, 2025.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
162,362,027 | | 99.98% | | 29,732 | | 0.01% | | 261,483 | | 11,525,035 |
Resolution 8-To reappoint KPMG LLP as the Company's external auditor and independent registered public accounting firm until the next general meeting of the Company at which accounts are laid.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
174,044,201 | | 99.97% | | 36,283 | | 0.02% | | 97,793 |
Resolution 9-To authorize the audit committee of the board of directors of the Company (the "Board of Directors") on behalf of the Board of Directors to agree to the compensation of the Company's external auditor.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
174,066,442 | | 99.97% | | 39,702 | | 0.02% | | 72,133 |
Resolution 10-To receive the Company's accounts for the year ended December 31, 2024 and the report of the Board of Directors and the external auditor thereon.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
161,643,666 | | 99.97% | | 43,655 | | 0.02% | | 965,921 | | 11,525,035 |
Resolution 11-To approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Proxy Statement under "Executive compensation", including the compensation discussion and analysis, the compensation tables and the related narrative discussion included therein (the "Say-on-Pay vote").
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
107,651,820 | | 66.78% | | 53,540,257 | | 33.21% | | 1,461,165 | | 11,525,035 |
Resolution 12-To approve, on an advisory basis, the frequency of future shareholder advisory votes to approve the compensation of the Company's named executive officers (the "Say-on-Frequency vote").
One Year |
| % |
| Two Years |
| % |
| Three Years |
| % |
| Abstentions* |
158,982,459 | | 99.52% | | 25,469 | | 0.01% | | 726,007 | | 0.45% | | 2,919,307 |
Consistent with the recommendation of the Board of Directors, a majority of the votes cast by persons entitled to vote at the 2025 AGM were cast in favor of conducting advisory Say-on-Pay votes on an annual basis. The Board of Directors has considered these voting results and determined that the Company will conduct advisory Say-on-Pay votes on an annual basis until the next advisory Say-on-Frequency vote.
Resolution 13-To authorize the Board of Directors to allot and/or issue unissued Ordinary Shares in the Company and grant rights to subscribe for, or to convert any security into, Ordinary Shares in the Company up to a specified amount.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
159,022,644 | | 97.81% | | 3,547,386 | | 2.18% | | 83,212 | | 11,525,035 |
Resolution 14-To authorize the Company to make market acquisitions of its Ordinary Shares up to a specified amount.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
162,356,959 | | 99.89% | | 165,599 | | 0.10% | | 130,684 | | 11,525,035 |
Resolution 15-To approve the Burford Capital Limited 2025 Omnibus Incentive Compensation Plan.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
156,576,641 | | 96.43% | | 5,782,958 | | 3.56% | | 293,643 | | 11,525,035 |
Resolution 16-To approve the amendment to the Burford Capital Deferred Compensation Plan.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
161,950,563 | | 99.75% | | 395,835 | | 0.24% | | 306,844 | | 11,525,035 |
Resolution 17-To authorize the Board of Directors to allot and/or issue equity securities of the Company for cash without making a pre-emptive offer to shareholders (subject to the limitations set forth in Resolution 17).
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
158,402,152 | | 97.43% | | 4,163,719 | | 2.56% | | 87,371 | | 11,525,035 |
Resolution 18-To authorize the Board of Directors to allot and/or issue equity securities of the Company for cash without making a pre-emptive offer to shareholders (subject to the limitations set forth in Resolution 18) for an acquisition or specified capital investment.
Votes For |
| % |
| Votes Against |
| % |
| Abstentions* |
| Broker Non-Votes* |
157,865,903 | | 97.10% | | 4,707,702 | | 2.89% | | 79,637 | | 11,525,035 |
* Abstentions and broker nonāvotes are not considered votes cast and do not impact the outcome of the vote on any resolution.
For further information, please contact:
Burford Capital Limited | | |
For investor and analyst inquiries: | | |
Americas: Josh Wood, Head of Investor Relations - email | +1 212 516 5824 | |
EMEA & Asia: Rob Bailhache, Head of EMEA & Asia Investor Relations - email | +44 (0)20 3530 2023 | |
For press inquiries: | | |
David Helfenbein, Senior Vice President, Public Relations - email | +1 646 504 7074 | |
| | |
Deutsche Numis - NOMAD and Joint Broker | +44 (0)20 7260 1000 | |
Giles Rolls | | |
Charlie Farquhar | | |
| | |
Jefferies International Limited - Joint Broker | +44 (0)20 7029 8000 | |
Graham Davidson | | |
James Umbers | | |
| | |
Berenberg - Joint Broker | +44 (0)20 3207 7800 | |
Toby Flaux | | |
James Thompson | | |
Yasmina Benchekroun | | |
| |
|
About Burford Capital
Burford Capital is the leading global finance and asset management firm focused on law. Its businesses include litigation finance and risk management, asset recovery and a wide range of legal finance and advisory activities. Burford is publicly traded on the New York Stock Exchange (NYSE: BUR) and the London Stock Exchange (LSE: BUR) and works with companies and law firms around the world from its global network of offices.
For more information, please visit www.burfordcapital.com.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any ordinary shares or other securities of Burford.
This press release does not constitute an offer of any Burford private fund. Burford Capital Investment Management LLC, which acts as the fund manager of all Burford private funds, is registered as an investment adviser with the US Securities and Exchange Commission. The information provided in this press release is for informational purposes only. Past performance is not indicative of future results. The information contained in this press release is not, and should not be construed as, an offer to sell or the solicitation of an offer to buy any securities (including interests or shares in any of Burford private funds). Any such offer or solicitation may be made only by means of a final confidential private placement memorandum and other offering documents.
Forward-looking statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended, that are intended to be covered by the safe harbor provided for under these sections. In some cases, words such as "aim", "anticipate", "believe", "continue", "could", "estimate", "expect", "forecast", "guidance", "intend", "may", "plan", "potential", "predict", "projected", "should" or "will", or the negative of such terms or other comparable terminology, are intended to identify forward-looking statements. Although Buford believes that the assumptions, expectations, projections, intentions and beliefs about future results and events reflected in forward-looking statements have a reasonable basis and are expressed in good faith, forward-looking statements involve known and unknown risks, uncertainties and other factors, which could cause Burford's actual results and events to differ materially from (and be more negative than) future results and events expressed, projected or implied by these forward-looking statements. Factors that might cause future results and events to differ include, among others, those discussed in the "Risk Factors" section of Burford's Annual Report on Form 10-K for the year ended December 31, 2024 filed with the US Securities and Exchange Commission on March 3, 2025. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements contained in the periodic and current reports that Burford files with or furnishes to the US Securities and Exchange Commission. Many of these factors are beyond Burford's ability to control or predict, and new factors emerge from time to time. Furthermore, Burford cannot assess the impact of each such factor on its business or the extent to which any factor or combination of factors may cause actual results and events to be materially different from those contained in any forward-looking statement. Given these uncertainties, readers are cautioned not to place undue reliance on Burford's forward-looking statements.
All subsequent written and oral forward-looking statements attributable to Burford or to persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements speak only as of the date of this press release and, except as required by applicable law, Burford undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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