TBC Bank Group PLC

AGM Information • Jun 5, 2017

National Storage Mechanism | Additional information

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RNS Number : 1635H

TBC Bank Group PLC

05 June 2017

TBC Bank Group PLC

(the "Company")

Result of AGM

The Annual General Meeting of the Company was held on 5 June 2017 at at 10:00 am at the offices of Baker McKenzie, 100 New Bridge Street, London. All resolutions were passed by the requisite majority on a poll.

Resolutions 1 to 17 were passed as ordinary resolutions and resolutions 18 to 21 were passed as special resolutions. The voting results are given below:

No	Resolution	Votes For	% of votes cast	Votes Against	% of votes cast	Total votes	% of issued share capital voted	Votes Withheld
1	To receive the accounts  for the year ended 31 December 2016 together with the directors' report, the strategic report, the directors' remuneration report and the auditor's report.	39,399,813	99.81%	76,737	0.19%	39,476,550	74.93%	2,690
2	To approve the directors' remuneration policy.	31,505,105	99.72%	87,954	0.28%	31,593,059	59.97%	7,886,181
3	To approve the directors' remuneration report.	37,705,979	99.39%	232,087	0.61%	37,938,066	72.01%	1,541,174
4	To declare a final dividend of GEL 1.42 per ordinary share of the Company .	39,399,813	99.81%	76,737	0.19%	39,476,550	74.93%	2,690
5	To reappoint Mamuka Khazaradze as a director of the Company.	37,961,765	96.18%	1,506,184	3.82%	39,467,949	74.92%	11,291
6	To reappoint Badri Japaridze as a director of the Company.	38,145,123	96.65%	1,321,479	3.35%	39,466,602	74.91%	12,638
7	To reappoint Nikoloz Enukidze as a director of the Company.	39,398,466	99.81%	76,737	0.19%	39,475,203	74.93%%	4,037
8	To reappoint Stefano Marsaglia as a director of the Company.	37,980,603	96.23%	1,485,999	3.77%	39,466,602	74.91	12,638
9	To reappoint Nicholas Dominic Haag as a director of the Company.	39,395,326	99.80%	79,877	0.20%	39,475,203	74.93%	4,037
10	To reappoint Eric J. Rajendra as a director of the Company.	38,145,123	96.63%	1,330,080	3.37%	39,475,203	74.93%	4,037
11	To reappoint Stephan Wilcke as a director of the Company.	39,210,881	99.39%	241,257	0.61%	39,452,138	74.89%	27,102
12	To reappoint Vakhtang Butskhrikidze as a director of the Company.	39,375,401	99.81%	76,737	0.19%	39,452,138	74.89%	27,102
13	To reappoint Giorgi Shagidze as a director of the Company.	39,375,401	99.81%	76,737	0.19%	39,452,138	74.89%	27,102
14	To reappoint PricewaterhouseCoopers LLP as auditor of the Company.	38,457,729	97.48%	994,409	2.52%	39,452,138	74.89%	27,102
15	To authorise the directors to determine the auditor's remuneration.	36,930,985	97.41%	982,669	2.59%	37,913,654	71.97%	1,565,586
16	To authorise the directors to offer ordinary shares instead of cash dividend.	39,376,010	99.81%	76,805	0.19%	39,452,815	74.89%	26,425
17	To give the directors authority to allot securities up to a specified amount	37,446,614	94.91%	2,006,201	5.09%	39,452,815	74.89%	26,425
18	To give the directors authority to allot equity shares on a non pre-emptive basis in connection with an offer or issue of equity securities	38,924,412	99.80%	76,805	0.20%	39,001,217	74.03%	478,023
19	To give the directors authority to allot equity shares on a non pre-emptive basis in connection with the purposes of financing a transaction or capital investment	37,299,844	95.64%	1,701,373	4.36%	39,001,217	74.03%	478,023
20	To authorise the Company to make market purchases of its own ordinary shares.	39,363,661	99.78%	88,477	0.22%	39,452,138	74.89%	27,102
21	To approve the holding of general meetings other than annual general meetings on 14 clear days' notice.	36,080,693	92.87%	2,769,381	7.13%	38,850,074	73.74%	629,166

NOTES

1.     Votes "For" and "Against" are expressed as a percentage of votes cast.

2.     Votes "For" include discretionary votes.

3.     A "Vote withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.

4.     The total number of shares in issue is 52,682,843 ordinary shares of £0.01. Ordinary shareholders are entitled to one vote per share held. 

5.     To view the full wording of the resolutions, please refer to the 2017 Notice of Annual General Meeting on the Company's website, www.tbcbankgroup.com . 

6.     In accordance with the UK Listing Authority's Listing Rule 9.6.2, copies of all the resolutions passed other than resolutions concerning ordinary business have been submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.

For further enquiries, please contact:

Head of Investor Relations

Anna Romelashvili

ir@tbcbank.com.ge

About TBC Bank Group PLC

The Company is a public limited company registered in England and Wales, incorporated in February 2016.The Company became the parent company of JSC TBC Bank ("TBC Bank") on 10 August 2016. The Company is listed on the London Stock Exchange under the symbol TBCG.

TBC Bank, together with its subsidiaries, is the leading universal banking group in Georgia, with a total market share of 30.3% of loans (or 37.8% taking into account TBC Bank's holding in JSC Bank Republic and 33.4% of non-banking deposits (or 37.6% taking into account TBC Bank's holding in JSC Bank Republic) as at 31 March 2017, according to the data published by the National Bank of Georgia.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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