REG - River UK Micro Cap - Update on Shareholder Engagement Following the AGM

River UK Micro CapAnnouncement

28/04/2026 10:00

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RNS Number : 2063C  River UK Micro Cap Ltd  28 April 2026

28 April 2026

River UK Micro Cap Limited

("Company")

 

Update on Shareholder Engagement Following the Annual General Meeting

 

In accordance with Provision 4 of the UK Corporate Governance Code, the
Company provides the following update on the engagement with shareholders that
took place after the Annual General Meeting held on 11 March 2026 (the
"AGM").

At the AGM, the Company announced that 21.66 % of votes were cast against
Resolution 6, which sought the re‑election of Ms Serena Tremlett as a
director, and that 22.07 % of votes were cast against Resolution 10, which
proposed an increase in the aggregate limit on directors' fees. Both outcomes
reflected the recommendations of the proxy‑voting agency Pensions and
Investments Research Consultants ("PIRC"), which issued a report advising
shareholders to oppose the two resolutions on the basis that the wording was
insufficiently clear.

Following the meeting, the Company consulted, where practicable, with
shareholders who had voted against Resolutions 6 and 10. The discussions
confirmed that many of those shareholders had relied on the PIRC's advice and
that a recurring concern was the lack of clarity in the drafting of the
resolutions, particularly with respect to the methodology for any increase in
directors' fees.

The Board notes that the recommendations to vote against the two resolutions
were inter‑linked and that Resolution 10 did not expressly set out a
tiered approach to director fee increases over the relevant period. In
response, the Company will ensure that all future AGM notices contain clear,
specific and explicit wording for each resolution. In particular, any proposal
relating to directors' remuneration will include a detailed rationale and,
where appropriate, a tiered fee structure to provide shareholders with a
transparent basis for their vote.

The Board wishes to thank all shareholders for their continued support and
constructive feedback. We encourage every shareholder to participate in
forthcoming general meetings so that voting outcomes fully reflect the views
of the Company's owners.

 

- ENDS -

 

 

 

 

For further information please contact:

 

 Singer Capital Markets
 James Moat, Investment Banking                               +44 20 7496 3000

 BNP Paribas S.A., Guernsey Branch - Company Secretary

 rmmccosec@bnpparibas.com (mailto:rmmccosec@bnpparibas.com)   +44 (0) 1481 750850

 

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