The Renewables Infrastructure Group Limited (TRIG) Earnings Call Transcript & Summary
May 15, 2024
Earnings Call Speaker Segments
Operator
operatorWelcome, and thank you for joining the Annual General Meeting of The Renewables Infrastructure Group Limited. I will now pass you over to the Chairman of the meeting to run through proceedings.
Richard Morse
executiveGood afternoon, ladies and gentlemen. Welcome to this Annual General Meeting. I am Richard Morse, the Chairman of The Renewables Infrastructure Group Limited. Before we move to the formal proceedings, I would like to introduce my colleagues who have joined me this afternoon. Attending the meeting in person today are my fellow directors, Tove Feld, John Whittle, Erna-Maria Trixl and Selina Sagayam. Representing Aztec Financial Services Guernsey Limited, our Company Secretary, [indiscernible] Jersey and Laura Dunning. In addition, we also have representatives from both the Investment Manager and Operations Manager present today. I should like to thank those registered shareholders who have dialed in to listen and who are present at this Annual General Meeting. Before I move on, I wish to state that we will not be providing any update on the company's performance today. On the 3rd of April, we invited registered shareholders to submit any questions that they might have regarding the business of the meeting by e-mail via the company's Secretary. However, I can confirm that no questions have been received. The quorum for this Annual General meeting is 2 members present in person or by proxy and entitled to vote. There are at least these numbers of members present, and I, therefore, declare the meeting open. The notice convening the meeting has been made available for the statutory period, and I should take that notice as read. There are 15 resolutions proposed at this Annual General Meeting. Resolutions 1 to 11 are proposed as ordinary resolutions under ordinary business and require a simple majority to be passed. Resolutions 12 to 14 are proposed as ordinary resolutions under special business and require a simple majority to be passed. Resolution 15 is proposed as a special resolution, which to be passed requires a majority of 75% to vote in favor of the resolution. The full text of each resolution appears in the notice of the meeting, and it's not my intention to read the resolutions out in full, but to propose them as set out in the notice of the meeting. Ordinary business, ordinary resolutions, one, to receive and consider the audited accounts, the director's report and the auditor's report for the year ended 31st of December 2023; secondly, to reelect Richard Morse as a director; third, to reelect Tove Feld as a director; four, to reelect John Whittle as a director; five, to reelect Erna-Maria Trixl as a director; six, to reelect Selina Sagayam as a director; seven, the Deloitte LLP be reappointed as auditor of the company; eight, the directors be authorized to agree the remuneration of the auditors; nine, to approve the directors' remuneration report, excluding the director's remuneration policy set out on Page 98 of the annual report, as set out in the Annual Report; 10, to approve the director's remuneration policy for the year ending 31 December 2024 as set out on Page 98 of the Annual Report; and 11, to approve the company's dividend policy for the year ending 31st December 2024. Special business ordinary resolutions, 12, to authorize the directors to offer to shareholders the option to elect to receive future dividends only or partnering in the form of further shares, whether or not at the same class in the company rather than cash; 13, to authorize the company to make market acquisitions of up to 14.99% of its own issued ordinary shares; 14, to authorize the directors to issue shares in the company or to grant rights to subscribe for or to convert any security into shares in the company. The special resolution 15, to approve the partial disapplication of the preemption rights under Article 7 of the company's articles of incorporation, thereby giving the directors the power to a lot and issue and/or sell out of treasury up to 10% of the issued ordinary shares at a premium to current net asset value per share on a nonpreemptive basis by way of [indiscernible] fees. As announced by the company on the 3rd of April, shareholders were requested to submit their votes by completing and signing the proxy form that accompanied the notice of the meeting or appointed proxy electronically, their shares are held in CREST. I'm pleased to report that the secretary has informed me that 258 valid proxy votes were received, representing 1,717,897,027 shares, which represents 69% of the company's shares in [indiscernible]. Link Asset Services as scrutineers have confirmed that all proxy votes cast have been reconciled back to the share register. I'm pleased to confirm that all resolutions have received sufficient votes in order to pass, including those proposed as special resolutions. In percentage terms, all resolutions passed was between 98.06% and 99.99% of votes cast in favor. Secretary, please could you confirm the percentage voted in favor of each resolution.
Laura Dunning
attendeeThank you, Chairman. The percentage of shares voted in favor of each resolution was as follow. Resolution 1, the approval of the annual report accounts 99.99%. Resolution 2, the reelection of Richard Morse, 99.98%. Resolution 3, the reelection of Tove Feld, 99.98%. Resolutions 4, the reelection of John Whittle, 99.84%. Resolution 5, the reelection of Erna-Maria Trixl, 99.98%. Resolution 6, the reelection of Selina Sagayam, 99.98%. Resolution 7, the reappointment of Deloitte as auditor, 98.06%. Resolution 8, the remuneration of the auditor, 99.16%. Resolution 9, the approval of the remuneration report 99.95%. Resolution 10, the approval of the remuneration policy, 99.94%. Resolution 11, the approval of the dividend policy, 99.99%. Resolution 12, approval of [indiscernible], 99.95%. Resolution 13, the authorization of buybacks, 99.98%; Resolution 14, the authorization to issue and allot shares, 99.97%. And Resolution 15, the waiver of preemption rights, 99.27%. Further details of the final results will be masala on the company's website and will be announced to the London Stock Exchange as soon as possible.
Richard Morse
executiveThank you, Laura. That concludes the business of this Annual General Meeting. Safe to note that this is the last Annual General Meeting, at which Richard Crawford will serve as leader of the InfraRed team. He has made an immense contribution to TRIG over the years. And I would like, on behalf of the Board to thank him very much for all his input and wish him well for the future. That then concludes the business of the meeting. I'd like to take this opportunity once again to thank you for your support as shareholders for attending the meeting today, and I now declare the meeting closed.
Operator
operatorThank you, everyone, for joining us today. This concludes our call, and you may now disconnect your lines.
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