Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
25 August 2022 - 6:10PM
Edgar (US Regulatory)
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For
August 25, 2022
Commission
File Number: 001-10306
NatWest
Group plc
RBS,
Gogarburn, PO Box 1000
Edinburgh
EH12 1HQ
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form
20-F X Form 40-F
___
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1):_________
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7):_________
Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes ___
No X
If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
________
The following information was issued as Company announcements
in London, England and is furnished pursuant to General Instruction
B to the General Instructions to Form
6-K:
25 August 2022
NatWest Group plc
("NatWest Group" or the "Company")
Result of General Meeting and Class Meeting
Following the General Meeting and Class Meeting held today at
Gogarburn, Edinburgh EH12 1HQ, the Company announces that the
resolutions proposed at the General Meeting seeking approval by its
shareholders of the Special Dividend, Share Consolidation and
related matters, as well as the resolution proposed at the Class
Meeting seeking approval by the ordinary shareholders to sanction
the Share Consolidation and the amendment to its Articles proposed
at the General Meeting, were duly passed. Details
of the resolutions were set out in a circular distributed to
NatWest Group's shareholders and made available on the Company's
website on 9 August 2022 (the "Circular").
Resolutions of the General Meeting 1 to 3 were passed as ordinary
resolutions and resolutions 4 to 8 were passed as special
resolutions. The resolution at the Class Meeting was also passed as
a special resolution.
An application has been made to the Financial Conduct Authority for
a total of 9,814,898,795 ordinary shares of £1.076923076923077
each (which includes 123,180,005 ordinary shares held in treasury
and 28,874,872 unissued ordinary shares under the Company's block
listing arrangements for share plans) (the "New Ordinary
Shares") to be admitted to the
premium segment of the Official List and for the New Ordinary
Shares to be admitted to trading on the London Stock Exchange's
main market for listed securities. It is expected that dealings in
the New Ordinary Shares will commence at 8.00 a.m. on 30 August
2022.
Full details of the poll results are set out below.
Resolution
|
For
|
% of votes cast
|
Against
|
% of votes cast
|
Total votes cast as % of Issued Share Capital
|
Withheld**
|
1. To declare a special dividend
of 16.8p per ordinary share.
|
36,209,296,300
|
99.97
|
10,536,148
|
0.03
|
87.01
|
6,183,972
|
2. To
consolidate the ordinary share capital*.
|
36,201,277,916
|
99.96
|
15,660,540
|
0.04
|
87.00
|
9,082,844
|
3. To
amend the directors' authority to allot shares in the
Company.
|
35,728,504,680
|
98.71
|
465,777,892
|
1.29
|
86.95
|
31,734,784
|
4. To
amend the directors' authority to allot equity securities or sell
treasury shares on a non pre-emptive basis in connection with an
offer or issue of equity securities.
|
36,111,277,848
|
99.79
|
77,344,416
|
0.21
|
86.94
|
37,398,940
|
5. To
amend the directors' authority to allot equity securities or sell
treasury shares on a non pre-emptive basis in connection with the
purposes of financing a transaction
|
35,809,544,788
|
98.95
|
379,016,652
|
1.05
|
86.94
|
37,461,764
|
6. To
amend the authority for the Company to purchase its own shares on a
recognised investment exchange
|
35,858,481,452
|
99.07
|
336,870,964
|
0.93
|
86.95
|
30,661,996
|
7. To
amend the Directed Buyback Contract in relation to the existing
authority for off-market purchases of ordinary shares from HM
Treasury
|
16,000,683,252
|
98.09
|
311,343,376
|
1.91
|
39.19
|
30,193,804
|
8. To
amend the Company's Articles of Association
|
36,182,531,476
|
99.97
|
11,613,316
|
0.03
|
86.95
|
31,876,412
|
Class
Meeting of Ordinary Shareholders
|
1. To
sanction and consent to every variation, alteration, modification
or abrogation of the special rights attaching to the ordinary
shares, and declare such resolution, if passed, binding on all
ordinary shareholders.
|
36,213,293,412
|
99.97
|
12,482,572
|
0.03
|
87.03
|
47,610,548
|
*An amending
resolution was passed as an ordinary resolution at the General
Meeting to replace the incorrect reference to "all 10,406,139,601
existing ordinary shares of £1 each in the capital of the
Company" in the second line of Resolution 2 in the Notice of
General Meeting with "every 14 existing ordinary shares of £1
each in the capital of the Company". This amendment was necessary
to clarify that it is every 14 existing ordinary shares (including
treasury shares) that are being consolidated into one intermediate
ordinary share in the capital of the Company before being divided
into 13 new ordinary shares in order to effect the 13 for 14 share
consolidation. The amending resolution was passed with
36,201,277,916 votes (99.96% of votes cast) for and 15,660,540
votes (0.04% of votes cast) against.
** A vote 'withheld' is not a vote in law and is not counted in the
calculation of the proportion of votes "for" or "against" a
resolution.
In accordance with the FCA's listing rules, a copy of the
resolutions passed at the General Meeting and Class Meeting will
shortly be available for inspection at the National Storage
Mechanism which is located at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Full text of the resolutions can be found in the Circular which is
available on the Company's website at www.natwestgroup.com.
As at 23 August 2022 (being the latest practicable date by which
shareholders eligible to vote at the General Meeting and ordinary
shareholders eligible to vote at the Class Meeting must have been
entered on the Company's Register of Members), the issued share
capital of the Company consisted of 10,406,139,604 ordinary shares
of £1.00 (excluding treasury shares), 240,686 11% cumulative
preference shares of £1.00 and 242,454 5.5% cumulative
preference shares of £1.00, each carrying four votes each on a
poll and 132,655,390 ordinary shares held in treasury which carry
no voting rights. Therefore, the total number of voting rights in
the Company as at 23 August 2022 was 41,626,490,976.
For more information contact:
Investor Relations
+ 44 (0)207 672 1758
Media Relations
+44 (0)131 523 4205
Legal Entity Identifier: 2138005O9XJIJN4JPN90
Date: 25
August 2022
|
NATWEST
GROUP plc (Registrant)
|
|
|
|
By: /s/
Jan Cargill
|
|
|
|
Name:
Jan Cargill
|
|
Title:
Chief Governance Officer and Company Secretary
|
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