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OneSavings Bank plc : Result of AGM and Board Change

10 May 2018

OneSavings Bank plc

(the `Company`)

Results of Annual General Meeting (AGM) and Board Change

Results of AGM

Results of the proxy voting for the 2018 AGM held on Thursday, 10 May 2018.

All resolutions were passed by the requisite majority on a poll; resolutions 1 to 10 as ordinary resolutions and resolutions 11 to 15 as special resolutions.

The following proxy votes were cast in respect of the AGM resolutions:

Ordinary Resolutions

Total votes For

%

Total votes Against

%

Total votes cast

% of issued share capital

Votes withheld

1

To receive the Accounts and the Reports

204,388,684

99.99

13,487

0.01

204,402,171

83.66

59,104

2

To approve the Remuneration Report

202,260,789

99.44

1,129,179

0.56

203,389,968

83.25

1,071,307

3

To approve the Remuneration Policy

164,447,865

83.71

32,004,658

16.29

196,452,523

80.41

8,008,753

4

To declare a dividend

204,461,276

100.00

0

0.00

204,461,276

83.68

0

5(a)

To elect David Weymouth

203,955,444

99.75

505,832

0.25

204,461,276

83.68

0

5(b)

To re-elect John Graham Allatt

204,221,248

99.88

240,028

0.12

204,461,276

83.68

0

5(c)

To re-elect Eric Anstee

204,236,248

99.89

224,028

0.11

204,460,276

83.68

1,000

5(d)

To re-elect Rodney Duke

203,619,333

99.59

841,943

0.41

204,461,276

83.68

0

5(e)

To re-elect Margaret Hassall

196,857,488

99.45

1,090,732

0.55

197,948,220

81.02

6,513,055

5(f)

To re-elect Mary McNamara

203,394,804

99.48

1,066,472

0.52

204,461,276

83.68

0

5(g)

To re-elect Andrew Golding

204,231,292

99.89

229,984

0.11

204,461,276

83.68

0

5(h)

To re-elect April Talintyre

203,882,962

99.72

578,314

0.28

204,461,276

83.68

0

6

To re-appoint KPMG LLP as Auditor

197,097,205

99.99

20,209

0.01

197,117,414

80.68

7,343,861

7

To give authority to the Audit Committee to agree the Auditor`s remuneration

204,450,071

100.00

10,205

0.00

204,460,276

83.68

1,000

8

To give authority to allot shares (general authority)

204,117,672

99.83

343,604

0.17

204,461,276

83.68

0

9

To give authority to allot shares - Regulatory Capital Convertible Instruments

196,701,543

96.20

7,759,732

3.80

204,461,275

83.68

0

10

To give authority to make political donations

191,574,294

93.70

12,886,982

6.30

204,461,276

83.68

0

Special Resolutions

11

To give authority to disapply pre-emption rights

204,187,541

99.87

273,735

0.13

204,461,276

83.68

0

12

To give authority to disapply pre-emption rights (acquisitions and specified capital investments)

194,498,631

95.13

9,962,644

4.87

204,461,275

83.68

0

13

To give authority to disapply pre-emption rights - Regulatory Capital Convertible Instruments

196,693,529

96.20

7,767,746

3.80

204,461,275

83.68

0

14

To give authority to re-purchase shares

197,088,020

96.40

7,364,350

3.60

204,452,370

83.68

8,905

15

To authorise the convening of a general meeting other than an AGM on not less than 14 clear days` notice

201,815,107

98.71

2,646,169

1.29

204,461,276

83.68

0

NOTES:
1. `Total Votes For` include votes recorded as at the discretion of the appointed proxy.
2. The `vote withheld` option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote `For` and `Against` a resolution.
3. At the date of the AGM the issued share capital of the Company was 244,325,186 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website www.osb.co.uk

ADVERTISEMENT

Copies of the special business resolutions passed at the AGM have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority`s National Storage Mechanism which is located at http://www.hemscott.com/nsm.do

The Board of Directors notes that resolution 3 relating to the approval of the Remuneration Policy, received a vote of 83.71% in favour. The Remuneration Committee consulted with shareholders on the changes that were being made to the Remuneration Policy and will continue to do so in order to understand the reasons behind today`s vote result.

Board Change

Andrew Doman will retire at the conclusion of the Annual General Meeting later today, 10 May 2018.

Enquiries:

OneSavings Bank plc

Nickesha Graham-Burrell

Head of Company Secretariat

t: 0 1634 835 796

Brunswick Group

Robin Wrench / Simone Selzer t: 020 7404 5959

About OneSavings Bank plc

OneSavings Bank plc began trading as a bank on 1 February 2011 and was admitted to the main market of the London Stock Exchange in June 2014 (OSB.L). OSB joined the FTSE 250 index in June 2015. OSB is a specialist lending and retail savings group authorised by the Prudential Regulation Authority, part of the Bank of England, and regulated by the Financial Conduct Authority and Prudential Regulation Authority.

OSB primarily targets market sub-sectors that offer high growth potential and attractive risk-adjusted returns in which it can take a leading position and where it has established expertise, platforms and capabilities. These include private rented sector Buy-to-Let, commercial and semi-commercial mortgages, residential development finance, bespoke and specialist residential lending and secured funding lines. OSB originates organically through specialist brokers and independent financial advisers. It is differentiated through its use of high skilled, bespoke underwriting and efficient operating model.

OSB is predominantly funded by retail savings originated through the long established Kent Reliance name, which includes online and postal channels, as well as a network of branches in the South East of England. Diversification of funding is currently provided by access to a securitisation programme and the Term Funding Scheme.

Other Information

For the purposes of section 430 (2B) of the Companies Act 2006, Andrew Doman will receive his pro-rata entitlement to Non-Executive Director fees for the month of May 2018. No payment for loss of office will be made to him.




This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.

The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: OneSavings Bank plc via GlobeNewswire

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