A General Meeting of Centrica plc was held on Friday, 21 November 2008. The results of the poll on each resolution are set out below:
Resolution 1:
To increase the authorised share capital and authority to allot shares.
For*: 97.20% of votes cast
Against: 2.80% of votes cast
Withheld**: 1.28% of shares in issue
Total votes cast: 64.98% of shares in issue
Resolution 2***:
To authorise the allotment of shares without compliance with pre-emption rights.
For*: 97.21% of votes cast
Against: 2.79% of votes cast
Withheld**: 1.33% of shares in issue
Total votes cast: 64.98% of shares in issue
Notes to the disclosure:
* Includes discretionary votes received
** A ‘Vote Withheld’ is not a vote in law and is not counted towards the proportion of votes ‘For’ or ‘Against’ a resolution
*** Indicates a Special Resolution
Resolutions submitted to the UK Listing Authority
Centrica plc has today submitted to the UK Listing Authority, copies of the resolutions passed at the General Meeting. This document will shortly be available for inspection at the UK Listing Authority’s document viewing facility situated at:
The Financial Services Authority
25 The North Colonnade
Canary Wharf
London E14 5HS
Contacts
Centrica Investor Relations
01753 494900
Centrica Media Relations
0845 0726 8001
It is expected that Admission will take place and that the dealings in the New Shares (nil paid) on the London Stock Exchange’s main market will commence at 8.00am on 24 November 2008. It is expected that Nil Paid Rights will be credited to the stock accounts of Qualifying CREST Shareholders and enabled in CREST as soon as practicable after 8.00a.m. on 24 November 2008. It is expected that Provisional Allotment Letters in relation to the New Shares to be issued pursuant to the Rights Issue will be posted later today. The latest time for acceptance and payment in full under the Rights Issue is 11am on 12 December 2008. Words and expressions defined in the prospectus dated 31 October 2008 (the ‘Prospectus’) have the same meaning in this announcement unless the context so requires otherwise.
This announcement is not a Prospectus but an advertisement and investors should not subscribe for any nil paid rights (‘Nil Paid Rights’), fully paid rights (‘Fully Paid Rights’) or new ordinary shares (‘New Ordinary Shares’) referred to in this announcement except on the basis of the information contained in the Prospectus.
Neither the content of Centrica plc’s website nor any website accessible by hyperlinks to Centrica plc’s website is incorporated in, or forms part of, this announcement.
Distribution of this announcement and/or the Provisional Allotment Letters and/or the transfer of Nil Paid Rights, Fully Paid Rights and/or New Ordinary Shares into jurisdictions other than the United Kingdom may be restricted by law. These materials are not for distribution, directly or indirectly, in whole or in part, in or into the United States (including its territories and dependencies, any state or the United States and the District of Columbia) or in or into any of Australia, Canada, The People’s Republic of China, Japan, Singapore, The Republic of South Africa or Switzerland. Persons into whose possession this announcement comes should inform themselves of and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The Nil Paid Rights, the Fully Paid Rights and the New Ordinary Shares have not been and will not be registered under the United States Securities Act of 1933 (the ‘Securities Act’) or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. The Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares and the Provisional Allotment Letters have not been approved or disapproved by the US Securities and Exchange Commission, any state’s securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the Nil Paid Rights, the Fully Paid Rights, the New Shares and the Provisional Allotment Letters or the accuracy or adequacy of this announcement. There will be no public offer of these securities in the United States.
The Nil Paid Rights, the Fully Paid Rights, the Provisional Allotment Letters and the New Ordinary Shares will also not be registered under the securities laws of Australia, Canada, The People’s Republic of China, Japan, Singapore, The Republic of South Africa or Switzerland and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an applicable exemption from and in compliance with any applicable securities laws. There will be no public offer in any of Australia, Canada, The People’s Republic of China, Japan, Singapore, The Republic of South Africa or Switzerland.
–ends–
Notes To Editors
Centrica is working to supply secure, sustainable, affordable energy.
British Gas supplies gas and electric to UK residential and business customers and provides homecare insurance, central heating and gas appliance installation services by corgi registered engineers.
address:
Centrica plc
Millstream
Maidenhead Road
Windsor
Berkshire
SL4 5GD
phone: +44 (0)845 072 8002
email: [email protected]
