18 September
2024
Software Circle
plc
("Software Circle", the
"Company" or the "Group")
Result of Annual General
Meeting and Board Changes
Software Circle (AIM: SFT) announces
that, at its annual general meeting held earlier today, the
following resolutions were duly passed on a show of hands with the
table below summarising the proxy votes appointing the
Chairman:
|
RESOLUTIONS
|
NO OF VOTES
FOR
|
% OF VOTES CAST (EXCLUDING
VOTES WITHHELD)
|
NO OF VOTES
AGAINST
|
% OF VOTES CAST (EXCLUDING
VOTES WITHHELD)
|
TOTAL VOTES CAST (EXCLUDING
VOTES WITHHELD)
|
NO OF VOTES
WITHHELD
|
|
1) To receive the Report and
Accounts of the Company for the year to 31 March 2024
|
126,063,163
|
99.39%
|
768,633
|
0.61%
|
126,831,796
|
0
|
|
2) To re-elect Gavin Graham
Cockerill as a Director of the Company
|
126,826,806
|
100%
|
0
|
0%
|
126,826,806
|
4,990
|
|
3) To re-elect Richard Alan
Lightfoot as a director of the Company
|
126,826,806
|
100%
|
0
|
0%
|
126,826,806
|
4,990
|
|
4) To re-elect Simon Gregory Barrell
as a director of the Company
|
126,826,806
|
100%
|
0
|
0%
|
126,826,806
|
4,990
|
|
5) To re-appoint RSM UK Audit LLP as auditors of the Company
|
126,826,806
|
100%
|
0
|
0%
|
126,826,806
|
4,990
|
|
6) To authorise the directors to
replace the existing authority to allot shares in the Company in
connection with s 551 of the Companies Act 2006
|
126,616,426
|
99.83%
|
210,380
|
0.17%
|
126,826,806
|
4,990
|
|
7) To authorise the directors to
allot Relevant Securities as if s 561 of the Companies Act 2006 did
not apply
|
123,329,998
|
97.24%
|
3,496,808
|
2.76%
|
126,826,806
|
4,990
|
|
8) To authorise the Company to make
market purchases of ordinary shares in the Company
|
126,826,806
|
100%
|
0
|
0%
|
126,826,806
|
4,990
|
Votes which have been cast at the
discretion of the Chairman have been counted as votes for the
resolutions. Votes withheld are not votes in law and do not count
in the number of votes counted for or against a
resolution.
The full text of the resolutions can
be found in the Notice of Annual General Meeting which is available
on the Company's website at https://www.softwarecircle.com/reports-downloads/.
Board Changes
As set out in the Company's
announcement earlier today, the following changes were made to the
Group's Board after the annual general meeting:
- Jan
Mohr resigned as Chairman;
-
Conrad Bona resigned as Non-Executive Director;
-
Matthias Riechert, Non-Executive Director, was appointed as
Chairman;
-
Simon Barrell, Non-Executive Director, was appointed as Senior
Independent Director (SID);
- Brad Ormsby was appointed as an independent Non-Executive
Director; and
- Marc Maurer was appointed as a Non-Executive
Director.
The following information is
disclosed pursuant to Rule 17 and Schedule 2(g) of the AIM Rules
for Companies.
Bradley Leonard Ormsby, aged 48, has
held the following directorships and/or partnerships in the past
five years:
Current directorships and/or
partnerships
- Octopus AIM VCT
2 plc
- Judges
Scientific plc
- Teer Coatings
Limited
- Magsputter
Limited
- Scientifica
Limited
- Rockwash
Geodata Limited
- Henniker
Scientific Limited
- Geotek
Limited
- Geotek Holding
Limited
- Geotek Coring
Limited
- Spectra-map
Limited
- Korvus
Technology Limited
- Thermal Hazard
Technology Limited
- Health
Scientific Company Limited
- Moorfield
Nanotechnology Limited
- Crystallon
Limited
- Oxford
Cryosystems Limited
- EWB Solutions
Limited
- Dia-stron
Limited
- Coolled
Limited
- PE. Fiberoptics
Limited
- Stanton
Redcroft LimitedD
- Armfield
Technical Education Company Limited
- Armfield
Limited
- FTT Scientific
Limited
- EM Technologies
Limited
- Judges Capital
Limited
- Bordeaux
Acquisition Limited
- Deben UK
Limited
- Quorum
Technologies Limited
- UHV Design
Limited
- Global Digital
Systems Limited
- GDS Instruments
Limited
- Polaron
Instruments Limited
- Sircal
Instruments (U.K.) Limited
- Fire Testing
Technology Limited
- Aitchee
Engineering Limited
- Luciol
Instruments SA (Switzerland)
- Judges
Scientific (Shanghai) Co Limited (China)
- Judges
Scientific (Dublin) Limited
- Armfield
Incorporated (USA)
- Dia-stron Inc
(USA)
- Thermal Hazard
Technology Inc (USA)
Past directorships and/or
partnerships
- R. J. Lewis
Limited
Marc Kay Maurer, aged 48, has held
the following directorships and/or partnerships in the past five
years:
Past directorships and/or
partnerships
- Infogate AG
(Switzerland)
- Delta Logic AG
(Switzerland)
- Macos Software
AG (Switzerland)
- Procad Schweiz
AG (Switzerland)
There is no further information in
relation to Brad Ormsby or Marc Maurer required to be disclosed
under Schedule 2(g) of the AIM Rules for Companies.
For
further information:
Software
Circle plc
Gavin Cockerill (CEO)
07968 510 662
Allenby Capital Limited (Nominated Adviser and
broker)
0203 328 5656
David Hart / Piers Shimwell
(Corporate Finance)
Stefano Aquilino / Joscelin
Pinnington (Sales and Corporate Broking)
Notes to editors:
Software Circle plc is a UK based
acquirer of vertical market software businesses. Our aim is to help
founders find the right exit strategy, without fuss or drama.
Continuing operations in an independent, decentralised way. Keeping
the entrepreneurial spirit and culture that exists in the
businesses we acquire. Providing a permanent home for their teams,
management talent and culture. For more information visit
www.softwarecircle.com.
