Business

Kindred Group plc Announces Approval of Crucial Corporate Resolution

SLIEMA, Malta – Corporate governance has taken a significant stride forward, as Kindred Group plc’s extraordinary general meeting (EGM), which convened on March 15, 2024, led to the overwhelming ratification of a proposal set forth by the Company’s Board of Directors. This landmark decision pertains to the amendment of the current Memorandum and Articles of Association to incorporate provisions for squeeze-out rights, benefitting potential offerors in takeover situations.

During this momentous gathering, shareholders representing 41.64 percent of the nominal value of all issued shares, including Swedish depository receipts (SDRs), were present. The attendees cast their votes with near unanimity, ushering in this new corporate provision with an astounding 99.99 percent approval rate from those present and entitled to vote, equivalent to 41.64 percent of the entire share/SDR pool.

The resolution necessitated a minimum endorsement by at least 75 percent of the nominal value of shares/SDRs represented at the EGM—a threshold comfortably surpassed, thus cementing the resolution’s approval. Buoyed by this decisive support, the newly amended Memorandum and Articles of Association are slated for submission to the Malta Business Registry, where they will be duly registered as part of Malta's legal corpus, in compliance with Article 135 of the Companies Act (Cap. 386 of the Laws of Malta).

Kindred Group plc's Board of Directors underlined the significance of the vote, which heralds a fresh chapter in the corporate governance of the company, promising to streamline future financial undertakings and consolidate the rights and responsibilities within ownership structures of the organization.

The Kindred Group plc has, through this notice, made a point to extend its gratitude to all who have exercised their voting rights in this paramount decision. The clear mandate provided by the shareholders is a testament to their confidence in the strategic direction and leadership of the company. Strengthening the mechanisms for corporate control, such as enabling squeeze-out rights, is anticipated to bolster investor trust and streamline potential acquisition processes.

Contact and Further Information

For stakeholders and interested parties seeking additional details about the extraordinary general meeting's outcomes or other financial matters concerning Kindred Group plc, the company has provided contact information for its senior financial officers:

Patrick Kortman, who currently serves in the capacity of Interim Chief Financial Officer, can be reached at +46 723 877 438 for financial queries related to the company’s operations and recent EGM decisions.

Linda Lyth, who oversees Investor Relations for the firm, is available at +46 767 681 337 for discussions on investments and shareholder engagement or to provide further facilitation in matters of investor communication.

For direct electronic communications, parties may reach out via the protected email [email protected]

In the pursuit of broad dissemination and accessibility of this crucial corporate development, Cision, an esteemed news distribution service, stands as the medium through which this announcement was conveyed. Interested readers and stakeholders are encouraged to visit Cision's news portal for the full briefing on the corporate resolution and other related disclosures.

Furthermore, to maintain transparency and to offer a comprehensive overview of the proceedings during the EGM, Kindred Group plc facilitates stakeholders’ access to more detailed information. The following bulletin regarding the outcomes of the extraordinary general meeting can be accessed through the provided hyperlink: Bulletin from Kindred Group plc's Extraordinary General Meeting.

Supporting Documentation

In line with the company’s ethos of transparent and open communication with its shareholders and the public at large, Kindred Group plc has released pertinent documentation in digital format. These documents, which detail the discourse and resolutions of the extraordinary general meeting, hold considerable significance for all stakeholders who are invested in the legal and structural framework of the company. Accordingly, interested parties are encouraged to review this primary source material.

The following file has been made available for download and scrutiny, serving as the official record of the recently concluded EGM:

• "Bulletin from Kindred Group plc's Extraordinary General Meeting," which can be retrieved from the following URL: https://mb.cision.com/Main/824/3946699/2672894.pdf

This document encapsulates the critical decisions taken and provides in-depth insights into the thought process and regulatory compliance adhered to by Kindred Group plc’s Board of Directors.

The release of such documents underscores Kindred Group plc's commitment to corporate governance principles that champion transparency, regulatory adherence, and shareholder engagement. By granting access to these materials, the company reaffirms its dedication to maintaining an informed investor base and cultivating an environment of trust and openness.

Conclusion

The successful amendment of the Memorandum and Articles of Association is a significant corporate milestone for Kindred Group plc. It reflects the capacity of the company’s board and shareholders to collaborate in enhancing corporate structures in line with modern governance practices. The incorporation of squeeze-out rights aligns with the interests of shareholders and potential acquirers alike, providing a streamlined pathway for future corporate transactions.

As the company marches into a future ripe with possibilities, thereof, today's ratification of the amendments will undoubtedly serve as a pivotal foundation that will bolster the integrity and efficacy of the company's corporate governance. It heralds a robust framework that ensures the alignment of all stakeholders towards the company's goals—a relationship centered around trust, stewardship, and strategic vibrancy.

Kindred Group plc has, through its proactive corporate governance initiatives, set a precedent that could very well inspire similar moves within the wider corporate realm, advocating for a more cohesive and strategic approach to company management and ownership transitions. By enabling a resolution of such importance and ensuring its broad communication through reputable channels such as Cision, the company has demonstrated its dedication to operate not just in favor of its shareholders but also with a view towards the broader impact on corporate governance trends.

The ripple effect of such resolutions cannot be underestimated, as they pave the way for improved confidence and security among investors, fostering a more attractive investment climate and solidifying Malta's position as a jurisdiction that upholds rigorous corporate governance standards.

In sum, this landmark development in Kindred Group plc’s corporate governance playbook is a strategic enhancement that will no doubt contribute to the company’s stability and growth. It will not only benefit the immediate stakeholders but will also positively influence the corporate landscape, promulgating a message of accountability, foresight, and investor assurance.