Lion Finance Group PLC

Declaration of Voting Results & Voting Rights Announcements • May 25, 2021

National Storage Mechanism | Additional information

RNS Number : 7822Z

Bank of Georgia Group PLC

25 May 2021

London, 25 May 2021

Correction to the Results of AGM

Bank of Georgia Group PLC (the "Company") corrects the announcement of the results of the AGM held today, 25 May 2021, to include the votes cast under the proportional voting mechanism.  The below table replaces the table in the previous announcement.

Details of the resolutions are set out in full in the Notice of AGM dated 16 April 2021.

Voting at the AGM was completed by way of a poll. All resolutions were passed by the required majority.

Resolutions 1 to 15 (inclusive) were passed as ordinary resolutions and resolutions 16 to 18 (inclusive) were passed as special resolutions.

The results of the poll for each resolution were as follows:

RESOLUTION	VOTES FOR	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC* VOTED	VOTES WITHHELD
1 To receive and approve the Annual Report and Accounts for the year ended 31 December 2020	38,794,130	99.99	4,359	0.01	38,798,489	78.91	377,927
2 To receive and approve the Directors' Remuneration Report for the year ended 31 December 2020	37,073,749	95.74	1,648,901	4.26	38,722,650	78.75	453,766
3 To re-appoint Neil Janin, as a Non-Executive Director**	38,223,155	98.45	602,805	1.55	38,825,960	78.96	350,456
4 To re-appoint Alasdair Breach, as a Non- Executive Director**	38,577,464	98.47	598,391	1.53	39,175,855	79.68	561
5 To re-appoint Archil Gachechiladze, as an Executive Director	39,175,830	100.00	25	0.00	39,175,855	79.68	561
6 To re-appoint Tamaz Georgadze, as a Non-Executive Director**	38,739,783	98.89	436,072	1.11	39,175,855	79.68	561
7 To re-appoint Hanna Loikkanen as a Non-Executive Director **	37,522,837	95.78	1,652,448	4.22	39,175,285	79.67	1,131
8 To re-appoint Veronique McCarroll, as a Non-Executive Director**	38,750,012	98.91	425,843	1.09	39,175,855	79.68	561
9 To appoint Mariam Megvinetukhutsesi, as a Non-Executive Director**	39,175,905	100.00	0	0.00	39,175,905	79.68	511
10 To re-appoint Jonathan Muir, as a Non-Executive Director**	38,750,012	98.91	425,843	1.09	39,175,855	79.68	561
11 To re-appoint Cecil Quillen, as a Non-Executive Director**	38,738,259	98.88	437,596	1.12	39,175,855	79.68	561
12 To re-appoint Ernst & Young LLP as Auditor to the Company	38,530,711	98.35	645,702	1.65	39,176,413	79.68	3
13 To authorise the Audit Committee to set the remuneration of the Auditor	38,966,283	99.46	210,132	0.54	39,176,415	79.68	1
14 To authorise political donations and political expenditure.	37,854,944	96.63	1,321,472	3.37	39,176,416	79.68	0
15 To authorise the Board to allot shares	37,843,944	96.60	1,332,472	3.40	39,176,416	79.68	0
16 To authorise the disapplication of pre-emption rights	36,871,231	94.12	2,304,640	5.88	39,175,871	79.68	545
17 To authorise the disapplication of pre-emption rights for the purposes of acquisitions or capital investments	34,899,282	89.08	4,276,588	10.92	39,175,870	79.68	546
18 To authorise the Company to purchase its own shares	38,506,840	98.35	646,565	1.65	39,153,405	79.63	23,011

*Issued share capital

**Independent Director

Notes:

1.     As at the date of the AGM, the Company had 49,169,428 ordinary shares in issue. The Company did not hold any shares in treasury and therefore the number of total voting rights as at the date of the AGM was 49,169,428. In accordance with the Company's Articles of Association and subject to the Listing Rules, on a poll every member who is present in person or by proxy has one vote for every share held.

2.     The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

3.     Note that a "vote withheld" is not a vote in law and such votes have not been included in the calculation of votes "for" and "against" each resolution.  Proxy appointments which gave discretion to the Chairman have been included in the "for" total above.

In accordance with Listing Rule 9.6.2, copies of the resolutions which constitute special business at the AGM (being resolutions 14 to 18) will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.  

A copy of this announcement has been posted on the Company's website www.bankofgeorgiagroup.com.

Name of authorised official of issuer responsible for making notification:

Link Company Matters Limited

Company Secretary

About Bank of Georgia Group PLC

Bank of Georgia Group PLC ("Bank of Georgia Group" or the "Group" - LSE: BGEO LN) is a UK incorporated holding company, which comprises: a) retail banking and payment services; b) corporate banking, wealth management and investment banking operations in Georgia; and c) banking operations in Belarus ("BNB"). JSC Bank of Georgia ("Bank of Georgia", "BOG" or the "Bank"), the systemically important and leading universal bank in Georgia, is the core entity of the Group. The Bank is a leader in payments business and financial mobile application, with the strong retail and corporate banking franchise in Georgia. With a continued focus on increasing digitalisation and expanding technological and data analytics capabilities, the Group aims to offer more personalised solutions and seamless experiences to its customers to enable them to achieve more of their potential. The Group aims to benefit from growth of the Georgian economy, and through both its Retail Banking and Corporate and Investment Banking services targets to deliver on its strategy, which is based on at least 20% ROAE and c.15% growth of its loan book in the medium-term. 

JSC Bank of Georgia has, as of the date hereof, the following credit ratings:
Fitch Ratings	'BB-/B'
Moody's	'Ba2/NP'

For further information, please visit www.bankofgeorgiagroup.com or contact:

Archil Gachechiladze	Michael Oliver	Sulkhan Gvalia	Natia Kalandarishvili
CEO	Adviser to the CEO	CFO	Head of Investor Relations
+995 322 444 144	+44 203 178 4034	+995 322 444 108	+995 322 444 444 (9282)
agachechiladze@bog.ge	moliver@bgeo.com	sgvalia@bog.ge	ir@bog.ge

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