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REG-Debenhams plc Resolutions Passed at AGM Re
RNS Number : 5817L  
  
Debenhams plc  
  
13 January 2009  
  
Debenhams plc, Registration Number: 5448421  
  
Results of Annual General Meeting  
  
Debenhams plc held its Annual General Meeting for shareholders at 2pm today at 
Holborn Gate, 26 Southampton Buildings, London WC2A 1PB.  All resolutions set 
out in the Notice of Meeting were approved by shareholders on a show of hands.   
  
In accordance with Listing Rules 9.6.18 and 12.4.5, the following resolutions 
are those which were passed at the meeting concerning special business:-  
  
Resolution 13 - Authority to allot securities  
  
That the directors be and they are hereby generally and unconditionally 
authorised 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 (within 
the meaning of that section) up to an aggregate nominal value of £29,159 
provided that this authority shall expire at the Company's next AGM after the 
passing of this resolution and 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 notwithstanding that the authority 
conferred by this resolution has expired.  
  
Resolution 14 - Disapplication of pre-emption rights  
  
That subject to the passing of the previous resolution the directors be and they 
are hereby empowered pursuant to section 95 of the Act to allot equity 
securities for cash as if section 89 (1) of the Act did not apply to such 
allotment provided that this power shall be limited to the allotment of equity 
securities:   
  
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 £4,373  
  
and shall expire on the conclusion of the next Annual General Meeting of the 
company after the passing of this resolution, save that the company may, before 
such expiry make an offer or agreement which would or might require equity 
securities as to be allotted after such expiry and the directors may allot 
equity securities in pursuance of any such offer or agreement notwithstanding 
that the power conferred by this resolution has expired.  
  
Resolution 15 - Authority for Debenhams plc to buy its own shares  
  
That the Company be and is hereby authorised to make market purchases (within 
the meaning of section 163(3) of the Act) of shares, subject to the following 
conditions:  
  
a) the maximum number of shares authorised to be purchased may not be more than 
87,477,032 shares;  
  
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 per cent 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.  
  
Resolution 16 - Adoption of New Articles of Association  
  
That the Articles of Association produced to the meeting and signed by the 
Chairman of the meeting for the purposes of identification be adopted as the 
Articles of Association of the Company in substitution for, and to the exclusion 
of, the existing Articles of Association, with effect from the conclusion of the 
AGM.  
  
A summary of the AGM presentation including the proxy votes received for each 
resolution will be available on the Company's website: www.debenhamsplc.com.  
  
Paul Eardley  
  
Company Secretary  
  
13 January 2009  
  
 
This information is provided by RNS  
  
The company news service from the London Stock Exchange