FBH.L Regulatory News (FBH)

FBD Holdings plc

30 December 2015

Result of Extraordinary General Meeting

FBD Holdings plc ("FBD") announces that the two Resolutions which were tabled at today's Extraordinary General Meeting of the Company held in Dublin at 11.00 a.m. were duly passed.

The text of the Resolutions was as follows:

Resolution 1 (Ordinary Resolution):

"That the Directors be and they are hereby generally and unconditionally authorised pursuant to section 1021 of the Companies Act 2014 to exercise all the powers of the Company to allot relevant securities within the meaning of section 1021 of the Companies Act 2014 up to a maximum amount of the authorised but unissued shares in the capital of the Company at the date of this Resolution and such power shall expire on 28 April 2019 unless and to the extent that such authority is renewed, revoked or extended prior to such date, provided that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offer or agreement as if the power conferred hereby had not expired."

Resolution 2 (Special Resolution):

"That the Directors be and they are hereby empowered pursuant to section 1023 of the Companies Act 2014 to allot equity securities (within the meaning of that section) for cash pursuant to the authority conferred by Resolution 1 above as if section 1022(1) the Companies Act 2014 did not apply to any such allotment, provided that this power shall be limited: (a) to the allotment of equity securities up to but not exceeding an aggregate nominal amount equal to 5% of the nominal value of the issued ordinary share capital of the Company on 14 May 2015; and (b) to the allotment (otherwise than pursuant to sub-paragraph (a) above) of equity securities up to an aggregate nominal amount of €7,000,000 pursuant to the Convertible Bond (as such term is defined in the Circular of which this notice forms part), and shall expire at the conclusion of the next annual general meeting of the Company after the passing of this special resolution or on the date which is 15 calendar months after the passing of this special resolution, whichever is the earlier, unless previously varied, revoked or renewed; provided that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired."

The following are the details of the number of shares in respect of which valid proxy appointments were made in advance of the meeting.

This announcement will also be made available on the Company's website in the "Shareholder Meetings" section.

For Reference

About FBD Holdings plc ("FBD")

Established in the 1960s, FBD is one of Ireland's largest property and casualty insurers looking after the insurance needs of farmers, private individuals and business owners.

The following details relate to FBD's ordinary shares of €0.60 each which are publicly traded: