TIDMOSB
10 May 2018
OneSavings Bank plc
(the 'Company')
Results of Annual General Meeting (AGM) and Board Change
Results of AGM
Results of the proxy voting for the 2018 AGM held on Thursday, 10 May
2018.
All resolutions were passed by the requisite majority on a poll;
resolutions 1 to 10 as ordinary resolutions and resolutions 11 to 15 as
special resolutions.
The following proxy votes were cast in respect of the AGM resolutions:
% of
Total issued
Total votes votes Total votes share Votes
Ordinary Resolutions For % Against % cast capital withheld
1 To receive the Accounts and the Reports 204,388,684 99.99 13,487 0.01 204,402,171 83.66 59,104
2 To approve the Remuneration Report 202,260,789 99.44 1,129,179 0.56 203,389,968 83.25 1,071,307
3 To approve the Remuneration Policy 164,447,865 83.71 32,004,658 16.29 196,452,523 80.41 8,008,753
4 To declare a dividend 204,461,276 100.00 0 0.00 204,461,276 83.68 0
5(a) To elect David Weymouth 203,955,444 99.75 505,832 0.25 204,461,276 83.68 0
5(b) To re-elect John Graham Allatt 204,221,248 99.88 240,028 0.12 204,461,276 83.68 0
5(c) To re-elect Eric Anstee 204,236,248 99.89 224,028 0.11 204,460,276 83.68 1,000
5(d) To re-elect Rodney Duke 203,619,333 99.59 841,943 0.41 204,461,276 83.68 0
5(e) To re-elect Margaret Hassall 196,857,488 99.45 1,090,732 0.55 197,948,220 81.02 6,513,055
5(f) To re-elect Mary McNamara 203,394,804 99.48 1,066,472 0.52 204,461,276 83.68 0
5(g) To re-elect Andrew Golding 204,231,292 99.89 229,984 0.11 204,461,276 83.68 0
5(h) To re-elect April Talintyre 203,882,962 99.72 578,314 0.28 204,461,276 83.68 0
6 To re-appoint KPMG LLP as Auditor 197,097,205 99.99 20,209 0.01 197,117,414 80.68 7,343,861
To give authority to the Audit Committee to agree
7 the Auditor's remuneration 204,450,071 100.00 10,205 0.00 204,460,276 83.68 1,000
8 To give authority to allot shares (general authority) 204,117,672 99.83 343,604 0.17 204,461,276 83.68 0
To give authority to allot shares - Regulatory Capital
9 Convertible Instruments 196,701,543 96.20 7,759,732 3.80 204,461,275 83.68 0
10 To give authority to make political donations 191,574,294 93.70 12,886,982 6.30 204,461,276 83.68 0
Special Resolutions
11 To give authority to disapply pre-emption rights 204,187,541 99.87 273,735 0.13 204,461,276 83.68 0
To give authority to disapply pre-emption rights (acquisitions
12 and specified capital investments) 194,498,631 95.13 9,962,644 4.87 204,461,275 83.68 0
To give authority to disapply pre-emption rights -
13 Regulatory Capital Convertible Instruments 196,693,529 96.20 7,767,746 3.80 204,461,275 83.68 0
14 To give authority to re-purchase shares 197,088,020 96.40 7,364,350 3.60 204,452,370 83.68 8,905
15 To authorise the convening of a general meeting other 201,815,107 98.71 2,646,169 1.29 204,461,276 83.68 0
than an AGM on not less than 14 clear days' notice
NOTES:
1. 'Total Votes For' include votes recorded as at the discretion of the
appointed proxy.
2. The 'vote withheld' option was provided to enable shareholders to
refrain from voting on any particular resolution. A vote withheld is not
a vote in law and has not been counted in the calculation of the
proportion of the vote 'For' and 'Against' a resolution.
3. At the date of the AGM the issued share capital of the Company was
244,325,186 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting
to be found on the Company website www.osb.co.uk
Copies of the special business resolutions passed at the AGM have been
submitted to the UK Listing Authority, and will shortly be available for
inspection at the UK Listing Authority's National Storage Mechanism
which is located at http://www.hemscott.com/nsm.do
The Board of Directors notes that resolution 3 relating to the approval
of the Remuneration Policy, received a vote of 83.71% in favour. The
Remuneration Committee consulted with shareholders on the changes that
were being made to the Remuneration Policy and will continue to do so in
order to understand the reasons behind today's vote result.
Board Change
Andrew Doman will retire at the conclusion of the Annual General Meeting
later today, 10 May 2018.
Enquiries:
OneSavings Bank plc
Nickesha Graham-Burrell
Head of Company Secretariat
t: 0 1634 835 796
Brunswick Group
Robin Wrench / Simone Selzer t: 020 7404 5959
About OneSavings Bank plc
OneSavings Bank plc began trading as a bank on 1 February 2011 and was
admitted to the main market of the London Stock Exchange in June 2014
(OSB.L). OSB joined the FTSE 250 index in June 2015. OSB is a specialist
lending and retail savings group authorised by the Prudential Regulation
Authority, part of the Bank of England, and regulated by the Financial
Conduct Authority and Prudential Regulation Authority.
OSB primarily targets market sub-sectors that offer high growth
potential and attractive risk-adjusted returns in which it can take a
leading position and where it has established expertise, platforms and
capabilities. These include private rented sector Buy-to-Let, commercial
and semi-commercial mortgages, residential development finance, bespoke
and specialist residential lending and secured funding lines. OSB
originates organically through specialist brokers and independent
financial advisers. It is differentiated through its use of high
skilled, bespoke underwriting and efficient operating model.
OSB is predominantly funded by retail savings originated through the
long established Kent Reliance name, which includes online and postal
channels, as well as a network of branches in the South East of England.
Diversification of funding is currently provided by access to a
securitisation programme and the Term Funding Scheme.
Other Information
For the purposes of section 430 (2B) of the Companies Act 2006, Andrew
Doman will receive his pro-rata entitlement to Non-Executive Director
fees for the month of May 2018. No payment for loss of office will be
made to him.
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: OneSavings Bank plc via Globenewswire
http://www.osb.co.uk/
(END) Dow Jones Newswires
May 10, 2018 07:46 ET (11:46 GMT)
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