REG - Lion Finance Grp PLC - Result of AGM

Lion FinanceAnnouncement

22/05/2026 14:45

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RNS Number : 5143F  Lion Finance Group PLC  22 May 2026

 

 

 

London, 22 May 2026

 

Lion Finance Group PLC - Result of AGM

 

Lion Finance Group PLC (the "Company") held its Annual General Meeting (the
"AGM") on 22 May 2026. Details of the resolutions are set out in full in the
Notice of AGM dated 15 April 2026.

 

Voting at the AGM was completed by way of a poll. All resolutions were passed
by the required majority.

Resolutions 1 to 16 (inclusive) were passed as ordinary resolutions and
resolutions 17 to 20 (inclusive) were passed as special resolutions.

 

The results of the poll for each resolution were as follows:

 

 RESOLUTION                                                                      VOTES       %       VOTES      %       VOTES       % of ISC*  VOTES

FOR
AGAINST
TOTAL
VOTED
WITHHELD
 1 To receive the Annual Report and Accounts for the year ended 31 December      31,394,632  99.96%  12,377     0.04%   31,407,009  72.73%     325,674
 2025
 2 To approve the Directors' Remuneration Report                                 27,550,417  86.99%  4,121,404  13.01%  31,671,821  73.34%     60,862
 3 To re-appoint Mel Carvill, as a Director                                      30,631,994  96.54%  1,099,051  3.46%   31,731,045  73.48%     1,638
 4 To re-appoint Archil Gachechiladze, as a Director                             31,696,361  99.89%  34,734     0.11%   31,731,095  73.48%     1,588
 5 To re-appoint Tamaz Georgadze, as a Director                                  30,649,499  96.59%  1,081,546  3.41%   31,731,045  73.48%     1,638
 6 To re-appoint Maria Gordon, as a Director                                     28,696,954  90.44%  3,034,091  9.56%   31,731,045  73.48%     1,638
 7 To re-appoint Karine Hirn, as a Director                                      31,687,231  99.86%  43,814     0.14%   31,731,045  73.48%     1,638
 8 To re-appoint Véronique         McCarroll, as a Director                      31,687,251  99.86%  43,794     0.14%   31,731,045  73.48%     1,638
 9 To re-appoint Andrew McIntyre, as a Director                                  31,483,550  99.22%  247,495    0.78%   31,731,045  73.48%     1,638
 10 To re-appoint Mariam Megvinetukhutsesi, as a Director                        31,686,991  99.86%  44,054     0.14%   31,731,045  73.48%     1,638
 11 To re-appoint Cecil Quillen, as a Director                                   30,487,071  96.08%  1,243,974  3.92%   31,731,045  73.48%     1,638
 12 To appoint Armen Orujyan, as a Director                                      31,687,250  99.86%  43,845     0.14%   31,731,095  73.48%     1,588
 13 To appoint PricewaterhouseCoopers LLP as Auditor of the Company              31,719,142  99.96%  11,953     0.04%   31,731,095  73.48%     1,588
 14 To authorise the Audit Committee to determine the remuneration of the        31,512,350  99.31%  218,745    0.69%   31,731,095  73.48%     1,588
 Auditor
 15 To authorise political donations and political expenditure                   30,944,482  99.89%  34,300     0.11%   30,978,782  71.73%     753,901
 16 To authorise the Board to allot shares                                       28,926,988  91.16%  2,803,940  8.84%   31,730,928  73.48%     1,755
 17 To authorise the disapplication of pre-emption rights                        30,551,467  96.28%  1,179,461  3.72%   31,730,928  73.48%     1,755
 18 To authorise the disapplication of pre-emption rights in connection with an  30,250,078  95.33%  1,481,112  4.67%   31,731,190  73.48%     1,493
 acquisition or specified capital investment
 19 To authorise the Company to purchase its own shares                          31,724,419  99.99%  2,556      0.01%   31,726,975  73.47%     5,708
 20 To authorise a 14 clear day notice period for general meetings               30,757,724  96.93%  973,471    3.07%   31,731,195  73.48%     1,488

*Issued share capital excluding treasury shares pending cancellation

 

Notes:

1.    As at the date of the AGM, the Company had 43,223,929 ordinary shares
in issue. The Company held 38,000 shares in treasury pending cancellation and
therefore the number of total voting rights as at the date of the AGM was
43,185,929. In accordance with the Company's Articles of Association, on a
poll every member who is present in person or by proxy has one vote for every
share held.

2.     The scrutineer of the poll was Computershare Investor Services PLC,
the Company's Share Registrar.

3.     Note that a "vote withheld" is not a vote in law and such votes have
not been included in the calculation of votes "for" and "against" each
resolution.  Proxy appointments which gave discretion to the Chairman have
been included in the "for" total above.

 

In accordance with UK Listing Rule 6.4.2R, copies of the resolutions which
constitute special business at the AGM (being resolutions 15 to 20) will be
submitted to the FCA National Storage Mechanism and will be available for
inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

Buyback Authority

Following the announcement on 7 May 2026, the shareholder authority to carry
out buybacks has been renewed at the AGM, and the end date of the GEL 55.0
million extension of the buyback and cancellation programme (the "Programme")
has been extended to no later than the Company's Annual General Meeting 2027.
The shares will be purchased in the open market. The purpose of the buyback is
to reduce the Group's share capital, and the cancellation of the treasury
shares repurchased will be executed on a monthly basis.

 

The Programme will be conducted within certain pre-set parameters, and in
accordance with the general authority to repurchase shares granted at the 2026
Annual General Meeting, Chapter 9 of the UK Listing Rules, and the provisions
of the Market Abuse Regulation 596/2014/EU and of the Commission Delegated
Regulation (EU) 2016/1052 (as they form part of UK domestic law). The maximum
number of shares that may be repurchased under the Programme is 4,322,392.

 

The Company has appointed Cavendish Capital Markets Limited ("Cavendish") to
manage the Programme. During any closed periods the Company and its directors
have no power to invoke any changes to the Programme and it will be executed
at the sole discretion of Cavendish. The Company will make further
announcements in due course following the completion of any share repurchases.

 

 

For further information, please contact: Computershare Company Secretarial
Services Limited, LionFinanceGroup-CoSec@computershare.co.uk
(mailto:LionFinanceGroup-CoSec@computershare.co.uk)

 

Name of authorised official of issuer responsible for making notification:
Computershare Company Secretarial Services Limited, Company Secretary

 

About Lion Finance Group PLC

Lion Finance Group PLC (LSE: BGEO LN) is an LSE listed company whose main
subsidiaries provide banking and financial services focused in the high-growth
Georgian and Armenian markets through leading, customer-centric, universal
banks - Bank of Georgia in Georgia and Ameriabank in Armenia. By building on
our competitive strengths, we are committed to driving business growth,
sustaining high profitability, and generating strong returns, while creating
opportunities for our stakeholders and making a positive contribution in the
communities where we operate.  Legal Entity Identifier: 213800XKDG12NQG8VC53

For further information, please visit www.lionfinancegroup.uk
(https://lionfinancegroup.uk/) or contact:

 

 Sam Goodacre                                Nini Arshakuni
 Adviser to the CEO                          Head of Investor Relations
 +44 203 178 4034                            +44 203 178 4034
 sgoodacre@lfg.uk (mailto:sgoodacre@lfg.uk)  ir@lfg.uk

 

 

This news report is presented for general informational purposes only and
should not be construed as an offer to sell or the solicitation of an offer to
buy any securities

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