Debenhams Regulatory News (DEB)

12 Dec 2006 14:04

Debenhams plc12 December 2006 Debenhams plc, Registration Number: 5448421 Results of Annual General Meeting Debenhams plc held its annual general meeting for shareholders at 11am today. In accordance with Listing Rule 9.6.18, the following resolutions concerningspecial business were put to the meeting and approved on a show of hands:- Resolution 18 - Authority to allot securities That the directors be and they are hereby generally and unconditionallyauthorised for the purposes of Section 80 of the Companies Act 1985 ("the Act")to exercise all the powers of the Company to allot relevant securities (withinthe meaning of that section) up to an aggregate nominal value of £28,632provided that this authority shall expire 15 months from the date of thisresolution or at the Company's next AGM if earlier and that the Company maybefore such expiry make an offer or agreement which would or might requirerelevant securities to be allotted after such expiry and the directors may allotrelevant securities in pursuance of such offer or agreement notwithstanding thatthe authority conferred by this resolution has expired. Resolution 19 - Disapplication of pre-emption rights That subject to the passing of the previous resolution the directors be and theyare hereby empowered pursuant to section 95 of the Act to allot equitysecurities for cash as if section 89 (1) of the Act did not apply to suchallotment provided that this power shall be limited to the allotment of equitysecurities: a) in connection with an offer of such securities by way of rights to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings of such shares, but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory, or the requirements of any regulatory body or stock exchange; and b) otherwise than pursuant to sub-paragraph a) above up to an aggregate nominal amount of £4,294 and shall expire on the conclusion of the next Annual General Meeting of thecompany after the passing of this resolution or fifteen months from the date ofthis resolution, whichever is earlier, save that the company may, before suchexpiry make an offer or agreement which would or might require equity securitiesas to be allotted after such expiry and the directors may allot equitysecurities in pursuance of any such offer or agreement notwithstanding that thepower conferred by this resolution has expired. Resolution 20 - Authority for Debenhams plc to buy its own shares That the Company be and is hereby authorised to make market purchases (withinthe meaning of section 163(3) of the Act) of shares, subject to the followingconditions: a) the maximum number of shares authorised to be purchased may not be more than 85,897,435; b) the minimum price which may be paid for a share is 0.01 pence being the nominal value of each share; c) the maximum price which may be paid for each share shall be the higher of: (i) an amount equal to 105% of the average of the middle market quotations of a share as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the share is contracted to be purchased; and (ii) an amount equal to the higher of the price of the last independent trade of a share and the highest current independent bid for a share as derived from the London Stock Exchange Trading System (SETS); d) unless previously renewed, varied or revoked the authority shall expire at the close of the next AGM of the Company or 18 months from the date of this resolution (whichever is earlier); and e) a contract to purchase shares under this authority may be made prior to the expiry of this authority, and concluded in whole or in part after the expiry of this authority. Guy JohnsonCompany Secretary 12 December 2006 This information is provided by RNS The company news service from the London Stock Exchange