Announcement of a change to AGM Resolution 6
Following a review of the voting recommendations of the shareholder advisory groups and discussions with certain major shareholders, Georgia Healthcare Group PLC (“GHG”) today announces that it proposes to seek the approval of a motion at its forthcoming Annual General Meeting to be held on 1 June 2017 (the “AGM") to amend ordinary Resolution 6 (the election of Mr Janin as an independent Non-Executive Director), so as to elect Mr Janin as a non-independent Non-Executive director.
The Board has listened to concerns raised as to Mr Janin’s independence given his position as Chairman of BGEO Group PLC, GHG's controlling shareholder. The Board would like to immediately address these concerns by reclassifying Mr Janin as a non-independent Non-Executive Director, and as such he will step down forthwith from the Remuneration and Nomination Committees. An independent Non-Executive Director will take on the Chairmanship of the Remuneration and Nomination Committees and a further announcement will follow in due course. As a result of this reclassification, GHG proposes to seek a motion to amend ordinary Resolution 6 so as to elect Mr Janin as a non-independent Non-Executive Director.
GHG would further like to correct a typographical error in the 2016 Annual Report and Accounts which incorrectly stated that Mr Janin attended 70% of board meetings rather the 80% which he actually attended. We regret this error.
The Board considers that Mr Janin makes an extremely valuable contribution to GHG. We believe that his re-election as a director is in our shareholders’ best interests and his reclassification as non-independent should address the concerns shareholders have articulated.
Shareholders may continue to vote electronically until 10 am today as well as vote in person at the AGM on Thursday and, unless otherwise amended, votes already cast in respect of ordinary Resolution 6 will remain valid.