DJ Genel Energy PLC: Results of AGM
Genel Energy PLC (GENL)
Genel Energy PLC: Results of AGM
09-May-2024 / 13:00 GMT/BST
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9 May 2024
Genel Energy plc
Results of Annual General Meeting 9 May 2024
The Annual General Meeting of Genel Energy plc was held today, Thursday, 9 May 2024 and the results of the votes by
shareholders are set out below. The number of ordinary shares of GBP0.10p each in the Company in issue at the date of the
meeting was 279,402,863 and each share attracted one vote.
The results were as follows:
Resolutions For % Against % Withheld Total
lodged
1. To receive the audited financial statements of 195,330,706 100.00% 0 0.00% 784,044 195,330,706
the Company for the year ended 31 December 2023
2. To approve the Remuneration Policy for 142,845,544 73.13% 52,477,876 26.87% 791,330 195,323,420
Directors
3. To approve the Annual Report on Remuneration 145,795,416 74.64% 49,530,304 25.36% 789,030 195,325,720
for the year ended 31 December 2023
4. To re-elect Mr David McManus as a Non- 145,833,170 74.66% 49,487,313 25.34% 794,267 195,320,483
Executive Director
5. To re-elect Mr Paul Weir as an Executive 194,947,599 99.81% 378,384 0.19% 788,767 195,325,983
Director
6. To re-elect Mr Ümit Tolga Bilgin as a 144,641,492 66.80% 71,899,074 33.20% 788,766 216,540,566
Non-Executive Director
7. To re-elect Ms Canan Ediboglu as Non-Executive 194,870,128 89.99% 21,670,437 10.01% 788,767 216,540,565
Director
8. To re-elect Mr Yetik K. Mert as a 194,870,008 99.77% 455,974 0.23% 788,768 195,325,982
Non-Executive Director
9. To appoint BDO LLP as the Company's auditor
195,244,728 99.96% 82,950 0.04% 787,072 195,327,678
10. To authorise the Directors to set the 195,186,671 99.93% 142,869 0.07% 785,210 195,329,540
Auditor's fees
11. To give the Company limited authority to make 195,176,574 99.92% 161,132 0.08% 777,044 195,337,706
political donations and expenditure
12. To authorise the Company to purchase its 146,134,451 67.48% 70,424,338 32.52% 770,543 216,558,789
Ordinary Shares
13. To permit the Company to hold general
meetings, other than an AGM, on not less than 14 clear 195,202,351 90.14% 21,348,438 9.86% 778,543 216,550,789
days' notice
Following the retirement of Sir Michael Fallon at today's AGM, the Company's search for a new Independent Non-Executive Director is ongoing. Canan Ediboglu has been appointed Interim Senior Independent Non-Executive Director.
The Board of Directors notes that, although resolutions 2, 3, 4, 6, and 12 were passed with the requisite majorities, over 20% of votes were cast against. The Board will take note of the voting and will engage with shareholders to further understand the reasons for the significant vote against these resolutions.
It is noted that, while ISS recommended voting in favour of all resolutions, Glass Lewis recommended voting against resolution 2 on the Directors' Remuneration Policy, due to their judgement that the Remuneration Committee retains "the discretion to grant potentially excessive awards to executives on recruitment." Genel is an international business with operations in challenging overseas jurisdictions, competing against a wide range of global listed and private companies for senior talent. The flexibility the Company has in relation to recruitment packages has been in place since 2014, and the Company has not exercised this flexibility since such date. The Board of Directors continues to believe that this flexibility is reasonable and in the best interests of our shareholders, but will discuss this further with major shareholders.
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.com and on the National Storage Mechanism https:// data.fca.org.uk/#/nsm/nationalstoragemechanism.
A copy of the special resolutions (resolutions 12 and 13) passed at the Annual General Meeting, have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/ nationalstoragemechanism.
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For further information, please contact:
Genel Energy
+44 20 7659 5100
Andrew Benbow, Head of Communications
Vigo Consulting
+44 20 7390 0230
Patrick d'Ancona
Notes to editors:
Genel Energy is a socially responsible oil producer listed on the main market of the London Stock Exchange (LSE: GENL, LEI: 549300IVCJDWC3LR8F94). Genel has low-cost and low-carbon production from the Kurdistan Region of Iraq, and continues to seek opportunities to add new resilient and cash-generative assets to its portfolio. For further information, please refer to www.genelenergy.com.
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ISIN: JE00B55Q3P39, NO0010894330 Category Code: RAG TIDM: GENL LEI Code: 549300IVCJDWC3LR8F94 Sequence No.: 320611 EQS News ID: 1899805 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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