DJ Funding Circle Holdings plc: Statement re 2025 AGM post-meeting shareholder engagement
Funding Circle Holdings plc (FCH)
Funding Circle Holdings plc: Statement re 2025 AGM post-meeting shareholder engagement
13-Nov-2025 / 17:19 GMT/BST
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13 November 2025
LEI: 2138003EK6UAINBBUS19
Funding Circle Holdings plc
Statement re 2025 AGM post-meeting shareholder engagement
In accordance with Provision 4 of the UK Corporate Governance Code, Funding Circle Holdings plc ("the Company") is
providing an update following significant votes (defined as above 20%) against the following resolutions at its AGM
held on 15 May 2025.
The Board was pleased that Resolutions 14 (authority to allot shares), 15 (general disapplication of pre-emption
rights) and 16 (disapplication of pre-emption rights in connection with an acquisition or specified capital
investment), were passed by the significant majority of the shareholders who voted. However, as specified in our
statement of 15 May 2025, 21.77% of votes cast voted against these resolutions.
Following the vote, we engaged directly with those key shareholders who voted against the resolutions to understand
their concerns. Their feedback confirmed that the dissenting votes largely stemmed from the relevant investors' voting
policies and concerns about potential dilution, particularly since there was no specific transaction tied to the
requested share issuance authority. Their feedback also highlighted a preference for pre-approving specific share
issuances in the future.
The resolutions followed the provisions of the Pre-Emption Group's 2015 Statement of Principles for the disapplication
of pre-emption rights and the Board considered the flexibility afforded to be in the best interests of the Company and
its shareholders. The Board has not yet adopted the increased thresholds provided for in the 2022 updated Statement of
Principles. However, the Board will continue to consider its approach on this matter and will continue to engage with
shareholders as appropriate. A further update will be provided in the 2025 Annual Report.
For and on behalf of
Funding Circle Holdings plc
Lucy Vernall
Company Secretary
ENDS
Enquiries:
Funding Circle:
Investor Relations ir@fundingcircle.com
Tony Nicol
Media Relations press@fundingcircle.com
Leigh Rimmer
Headland Consultancy +44 (0) 20 3805 4822
Stephen Malthouse and Jack Gault
About Funding Circle:
Funding Circle is the UK's leading SME finance platform. Established in 2010, Funding Circle has extended c.GBP16bn in
credit to over 110,000 businesses in the UK.
For SME borrowers, Funding Circle provides an unrivalled customer experience, delivered through its technology and
data, coupled with a human touch. Its solutions continue to help customers access the funding they need to succeed. For
institutional investors, Funding Circle provides access to an alternative asset class in an underserved market and
delivers robust and attractive returns.
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Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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ISIN: GB00BG0TPX62
Category Code: AGM
TIDM: FCH
LEI Code: 2138003EK6UAINBBUS19
Sequence No.: 408199
EQS News ID: 2229674
End of Announcement EQS News Service
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November 13, 2025 12:19 ET (17:19 GMT)
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