RNS Number : 5904XAlfa Financial Software Hldgs PLC26 April 2023

26 April 2023

Alfa Financial Software Holdings PLC

Result of the 2023 AGM

Alfa Financial Software Holdings PLC (the "Company" or "Alfa") announces the results of voting on its resolutions at its Annual General Meeting, which was held on 26 April 2023.

All resolutions, as set out in the Notice of Meeting, were voted by way of a poll and were passed.

The votes cast for resolutions 4, 5, 6 and 10 relating to the election of the independent Directors were duly passed by both a majority of the votes cast by the independent shareholders as well as by a majority of votes cast by all shareholders. These votes have been calculated separately and are shown below.


For

Against

Total votes cast

Vote withheld

Resolution

No. of votes

% of votes cast

No. of votes

% of votes cast

No. of votes

No. of votes

1. To receive and adopt the Annual Report including the audited financial statements for the year ending 31 December 2022

275,851,705

100.00

1,476

0.00

275,853,181

0

2. To approve the Directors' Remuneration Report

275,851,155

100.00

2,026

0.00

275,853,181

0

3. To declare a final dividend of 1.2 pence per ordinary share

273,508,200

99.15

2,344,981

0.85

275,853,181

0

4. To re-elect Steve Breach as a Director

All

272,958,540

98.95

2,894,641

1.05

275,853,181

0

Independent

97,052,893

97.10

2,894,641

2.90

99,947,534

0

5. To re-elect Adrian Chamberlain as a Director

All

272,958,540

98.95

2,894,641

1.05

275,853,181

0

Independent

97,052,893

97.10

2,894,641

2.90

99,947,534

0

6. To re-elect Charlotte de Metz as a Director

All

275,298,454

99.80

554,727

0.20

275,853,181

0

Independent

99,392,807

99.44

554,727

0.56

99,947,534

0

7. To re-elect Andrew Denton as a Director

273,494,363

99.14

2,358,818

0.86

275,853,181

0

8. To re-elect Duncan Magrath as a Director

273,492,933

99.14

2,360,248

0.86

275,853,181

0

9. To re-elect Andrew Page as a Director

271,030,836

98.25

4,822,344

1.75

275,853,180

1

10. To re-elect Chris Sullivan as a Director

All

242,375,482

87.86

33,477,699

12.14

275,853,181

0

Independent

66,469,835

66.50

33,477,699

33.50

99,947,534

0

11. To re-elect Matthew White as a Director

273,492,933

99.14

2,360,248

0.86

275,853,181

550

12. To re-appoint RSM UK Audit LLP as auditor of the Company

275,851,155

100.00

1,476

0.00

275,852,631

0

13. To authorise the Audit and Risk Committee to determine the auditor's remuneration

275,851,705

100.00

1,476

0.00

275,853,181

0

14. To authorise the Company to make political donations

274,797,985

99.62

1,054,346

0.38

275,852,331

850

15. To authorise the Directors to allot ordinary shares

273,480,197

99.14

2,372,134

0.86

275,852,331

850

16. Authority to disapply statutory pre-emption rights

275,845,614

100.00

6,717

0.00

275,852,331

850

17.  Additional authority to disapply statutory pre-emption rights

274,796,114

99.62

1,056,217

0.38

275,852,331

850

18. To authorise the Company to purchase its own shares

274,276,327

99.43

1,576,853

0.57

275,853,180

1

19. Authority to call a general meeting (other than an AGM) on not less than 14 clear days' notice

275,686,999

99.94

166,182

0.06

275,853,181

0

The Board notes that resolution 10 (re-election of Chris Sullivan) was passed by 87.86% of the total votes cast, but with less than 80% of Independent Shareholders voting in favour. The Board will consult with independent shareholders who did not vote in favour to understand any concerns.

Notes:

1.    Any proxy arrangement which gave discretion to the Chairman has been included in the "for" totals.

2.    A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution.

3.    The number of shares in issue at close of business on 25 April 2023 was 300,000,000 (the "Share Capital"). On this date as at close of business, the Company holds 4,122,226 shares in treasury. Therefore, the total number of ordinary shares with voting rights was 295,877,774.

In accordance with Listing Rule 9.6.2, a copy of the resolutions passed at the AGM concerning items other than ordinary business will be submitted to the National Storage Mechanism and be available shortly for inspection at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information:

Alfa Financial Software Holdings PLC

Charlotte Caulfield, Company Secretary

+44 (0)20 7588 1800

LEI Number: 213800C5UOZHUTNUGA28


Notes to Editors

Alfa has been delivering systems and consultancy services to the global asset and automotive finance industry since 1990. Our best practice methodologies and specialised knowledge of asset finance facilitates our delivery of large software implementations and highly complex business change projects. With an excellent delivery history over nearly three decades in the industry, Alfa's experience and performance is unrivalled.

Alfa Systems, our class-leading technology platform, is at the heart of some of the world's largest asset finance companies. Key to the business case for each implementation is Alfa Systems' ability to replace multiple client systems on a single platform. Alfa Systems supports both retail and corporate business for auto, equipment, wholesale and dealer finance on a multijurisdictional basis, including leases/loans, originations and servicing. An end-to-end solution with integrated workflow and automated processing using business rules, Alfa Systems provides compelling solutions to asset finance companies.

Alfa Systems is currently live in 37 countries where it is supporting a portfolio where the customers' end clients are located.  Alfa has offices in Europe, Australasia and North America.  For more information, visit www.alfasystems.com.

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