16 May 2024
TRIPLE POINT SOCIAL HOUSING
REIT PLC
(the
"Company" or, together with its subsidiaries, the
"Group")
RESULT OF ANNUAL GENERAL
MEETING
The Board of Triple Point Social
Housing REIT plc is pleased to announce that, at the Company's
Annual General Meeting held today, all resolutions were voted on by
way of a poll and were passed by shareholders.
The Board would like to thank
shareholders for their engagement and support ahead of the AGM and
throughout the year. Whilst all resolutions were passed with a
requisite majority, the Board acknowledges that resolutions 4, 5,
6, 7 and 14 received a meaningful proportion of shareholder votes
that did not support them.
Resolutions 1 to 12 were proposed as
ordinary resolutions and resolutions 13 to 16 were proposed as
special resolutions. The results of the poll are set out
below.
|
|
|
|
|
|
|
|
|
Resolution
|
Votes For
|
%
|
Votes
Against
|
%
|
Total votes validly
cast
|
Total votes cast as % of
issued share capital*
|
Votes
Withheld**
|
1
|
To receive and adopt the Annual
Report and accounts of the Company for the year ended 31 December
2023
|
198,534,274
|
98.30
|
3,428,912
|
1.70
|
201,963,186
|
51.33
|
327,461
|
2
|
To approve the Directors'
Remuneration Report
|
188,537,316
|
93.28
|
13,574,333
|
6.72
|
202,111,649
|
51.37
|
178,998
|
3
|
To approve the Directors'
Remuneration Policy
|
168,110,256
|
92.49
|
13,653,502
|
7.51
|
181,763,758
|
46.20
|
20,526,889
|
4
|
To re-elect Christopher Phillips as
a Director of the Company
|
158,098,747
|
81.36
|
36,229,594
|
18.64
|
194,328,341
|
49.39
|
7,962,306
|
5
|
To re-elect Ian Reeves CBE as a
Director of the Company
|
158,164,775
|
81.39
|
36,163,566
|
18.61
|
194,328,341
|
49.39
|
7,962,306
|
6
|
To re-elect Peter Coward as a
Director of the Company
|
158,178,586
|
81.40
|
36,149,755
|
18.60
|
194,328,341
|
49.39
|
7,962,306
|
7
|
To re-elect Tracey Fletcher-Ray as a
Director of the Company
|
158,164,626
|
81.39
|
36,163,715
|
18.61
|
194,328,341
|
49.39
|
7,962,306
|
8
|
To re-elect Cecily Davis as a
Director of the Company
|
189,182,670
|
97.35
|
5,145,671
|
2.65
|
194,328,341
|
49.39
|
7,962,306
|
9
|
To re-appoint BDO LLP as Auditors of
the Company
|
198,783,576
|
98.28
|
3,474,926
|
1.72
|
202,258,502
|
51.40
|
32,145
|
10
|
To authorise the Audit Committee to
determine the Auditors' remuneration
|
198,626,832
|
98.27
|
3,491,817
|
1.73
|
202,118,649
|
51.37
|
171,998
|
11
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To authorise the Directors to allot
shares
|
188,397,007
|
93.15
|
13,844,072
|
6.85
|
202,241,079
|
51.40
|
49,568
|
12
|
To authorise the Directors to
declare and pay all dividends of the Company as interim
dividends
|
198,683,971
|
98.24
|
3,563,651
|
1.76
|
202,247,622
|
51.40
|
43,025
|
13
|
To dis-apply statutory pre-emption
rights up to 5%
|
190,607,983
|
94.24
|
11,639,639
|
5.76
|
202,247,622
|
51.40
|
43,025
|
14
|
To dis-apply pre-emption rights up
to a further 5% in connection with an acquisition or specified
capital investment
|
159,589,788
|
78.91
|
42,657,834
|
21.09
|
202,247,622
|
51.40
|
43,025
|
15
|
To authorise the Company to purchase
its own shares
|
198,553,132
|
98.17
|
3,694,490
|
1.83
|
202,247,622
|
51.40
|
43,025
|
16
|
To authorise the calling of general
meetings, other than an annual general meeting, on not less than 14
clear days' notice
|
194,129,973
|
95.98
|
8,140,829
|
4.02
|
202,270,802
|
51.41
|
19,845
|
*Excluding treasury
shares.
**A vote withheld is not a vote in
law and is not counted in the calculation of the votes for or
against a resolution.
The Board notes that resolution 14
adheres to the recommendation of the Investment Association,
representing the institutional investment community, which supports
the Pre-Emption Group's Statement of Principles for the
disapplication of pre-emption rights for an additional 5%
authority, if used only for the purposes of financing (or
re-financing) a transaction which the Board determines to be an
acquisition or other capital investment of a kind contemplated by
the Statement of Principles. The Board considers the flexibility
afforded by this additional pre-emption rights authority to be in
the best interests of the Company and reflective of UK listed
company market practice.
The Board remains committed to
shareholder engagement and, in accordance with Provision 5.2.4 of
the AIC Code of Corporate Governance (the "Code"), the Board will
consult and continue to engage with shareholders, including in
relation to resolutions 4, 5, 6 and 7, in order to fully understand
and discuss their concerns. An update will be provided within six
months of the AGM, in accordance with the Code, with a final
summary to be included in the Company's Annual Report &
Accounts for the year ended 31 December 2024.
Every shareholder has one vote for
every Ordinary Share held. As at 14 May 2024, the issued share
capital of the Company consisted of 393,916,490 Ordinary Shares.
The Company holds 450,000 Ordinary Shares in treasury, which do not
carry voting rights. Therefore, the total voting number of voting
rights in the Company is 393,466,490 Ordinary Shares.
The full text of all the resolutions
can be found in the Notice of Annual General Meeting dated 7 March
2024, a copy of which is available on the Company's website
at https://www.triplepointreit.com/investors/72/.
In accordance with Listing Rule
9.6.2 copies of all the resolutions passed, other than ordinary
business, will be submitted to the National Storage Mechanism and
will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
FOR
FURTHER INFORMATION ON THE COMPANY, PLEASE
CONTACT:
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Triple Point Investment Management LLP
(Investment Manager)
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Tel: 020 7201 8989
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Max Shenkman
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Isobel Gunn-Brown
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Akur Capital (Joint Financial Adviser)
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Tel: 020 7493 3631
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Tom Frost
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Anthony Richardson
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Siobhan Sergeant
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Stifel (Joint Financial Adviser and Corporate
Broker)
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Tel: 020 7710 7600
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Mark Young
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Rajpal Padam
|
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Madison Kominski
|
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Brunswick Group (Financial PR Adviser)
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Tel: 020 7404 5959
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Nina Coad
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Robin Wrench
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Mara James
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The Company's LEI is
213800BERVBS2HFTBC58.
Further information on the Company
can be found on its website at www.triplepointreit.com.
NOTES:
The Company invests in primarily
newly developed social housing assets in the UK, with a particular
focus on supported housing. The majority of the assets within the
portfolio are subject to inflation-linked, long-term, Fully
Repairing and Insuring ("FRI") leases with Approved Providers
(being Housing Associations, Local Authorities or other regulated
organisations in receipt of direct payment from local government).
The portfolio comprises investments into properties which are
already subject to a lease with an Approved Provider, as well as
forward funding of pre-let developments but does not include any
direct development or speculative development.
The Company was admitted to trading
on the Specialist Fund Segment of the Main Market of the London
Stock Exchange on 8 August 2017 and was admitted to the premium
segment of the Official List of the Financial Conduct Authority and
migrated to trading on the premium segment of the Main Market on 27
March 2018. The Company operates as a UK Real Estate
Investment Trust ("REIT") and is a constituent of the FTSE
EPRA/NAREIT index.