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Result of AGM

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21 April 2015

  

Genel Energy plc
Results of Annual General Meeting

At the Annual General Meeting of Genel Energy plc held today, Tuesday, 21 April 2015, all resolutions put to the meeting were passed by the shareholders on a poll. The number of voting ordinary shares of £0.10p each in the Company in issue at the date of the meeting was 248,760,793 and each share attracted one vote.

Resolution 16 was put to the meeting as a resolution of the Independent Shareholders of the Company. As a result 174,150,551 of the voting ordinary shares in issue were eligible to vote on this resolution, these shares not being held by Focus Investments Limited, Elysion Energy Holdings BV and other concert parties (the "Significant Shareholders").

The appendix to this announcement sets out the Significant Shareholders' maximum current and potential interests in the Company's voting ordinary shares following the passing of Resolution 16.

The results are as follows:

Resolutions For % Against % Withheld Total lodged
1. To receive the accounts and the reports of the directors and   the auditors for the year ended 31 December 2014. 174,859,217 100.00 0 0.00 0 174,859,217
2. To approve the annual report on remuneration for the year   ended 31 December 2014. 149,032,065 97.57 3,706,234 2.43 22,120,918 152,738,299
3. To re-elect Mr Rodney Chase as a non-executive director. 174,829,838 99.98 29,379 0.02 0 174,859,217
4. To re-elect Dr Tony Hayward as an executive director. 174,859,217 100.00 0 0.00 0 174,859,217
5. To re-elect Sir Graham Hearne as a non-executive director. 174,827,969 99.98 31,248 0.02 0 174,859,217
6. To re-elect Mr Jim Leng as a non-executive director. 174,827,969 99.98 31,248 0.02 0 174,859,217
7. To re-elect Mr Mehmet Öğütçü as a non-executive director. 174,859,193 100.00 24 0.00 0 174,859,217
8. To re-elect Mr George Rose as a non-executive director. 174,827,993 99.98 31,224 0.02 0 174,859,217
9. To re-elect Mr Nathaniel Rothschild as a non-executive   director. 174,859,005 100.00 12 0.00 200 174,859,017
10. To re-elect Mr Chakib Sbiti as a non-executive director 174,858,817 100.00 400 0.00 0 174,859,217
11. To re-elect Mrs Gulsun Nazli Karamehmet Williams as a   non-executive director. 172,362,588 100.00 1,695 0.00 2,494,934 172,364,283
12. To re-elect Mr Murat Yazici as a non-executive director. 174,856,892 100.00 2,325 0.00 0 174,859,217
13. To re-appoint PricewaterhouseCoopers LLP as the Company's   auditors. 173,863,191 99.43 995,826 0.57 200 174,859,017
14. To authorise the board of directors to set the auditors'   fees. 174,796,983 99.96 62,034 0.04 200 174,859,017
15. To give the Company limited authority to make political   donations and incur political expenditure. 171,877,717 98.82 2,048,907 1.18 932,593 173,926,624
16. To approve the waiver of obligations by the Takeover Panel   under Rule 9 of the Takeover Code 82,166,151 81.30 18,899,189 18.70 1,064,292 102,129,632
17. To authorise the Company to purchase its voting ordinary   shares. 174,768,527 99.95 90,690 0.05 0 174,859,217
18. To permit the Company to hold general meetings, other than   an annual general meeting, on not less than 14 clear days notice 159,469,900 91.20 15,389,317 8.80 0 174,859,217

 

The full text of the resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company's website www.genelenergy.comand on the National Storage Mechanism www.hemscott.com/nsm.do  

A copy of the special resolutions passed at the Annual General Meeting, have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do

-ends-

 

 

For further information please contact:

Genel   EnergySarah   Robertson, Company SecretaryPhil   Corbett, Head of Investor Relations +44   20 7659 5100

Appendix

Pursuant to the Takeover Code it is necessary to set out the current and potential respective interests of the Significant Shareholders of voting ordinary share capital following the passing of Resolution 16. 

The table below shows the respective interests of the Significant Shareholders of ordinary shares, and how that holding is split between voting ordinary shares and suspended voting ordinary shares, as at today's date:

Ordinary Voting Ordinary Suspended Voting Ordinary
Shares (%) Shares (%) Shares (%)
Elysion Energy Holding BV 32,674,007 11.74 31,612,246 12.71 1,061,761 3.58
Focus Investments Limited 64,589,351 23.20 42,917,339 17.25 21,672,012 73.16
Other concert parties 6,968,569 2.50 80,657 0.03 6,887,912 23.26
Other   Genel Energy shareholders 174,138,930 62.56 174,138,930 70.01 - -
Total 278,370,857 248,749,172 29,621,685

The maximum potential interest of the Significant Shareholders in the voting ordinary share capital of the Company, following the full use by the Company of the buyback authority and assuming no Significant Shareholder participates in the buyback, is as set out in the following table:

                                                                                                  

                                                                                                           

Number of Voting Ordinary   Shares Percentage of Voting Ordinary Share capital after   the maximum buy-back Number   of    Ordinary     Shares Percentage   of Ordinary Share  capital afterthe maximum buy-back  
Elysion Energy Holding BV 31,612,246 14.12 32,674,007 12.89
Focus Investments Limited 42,917,339 19.17 64,589,351 25.48
Other concert parties 80,657 0.04 6,968,569 2.75
Total 74,610,242 33.33 104,231,927 41.12

The Company currently holds 1,865,720 shares in treasury.

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