Investors who voted at Legend Group's recent AGM voted against the general general issue mandate by an estimated margin of 54% to 46%, the 10th win in the Hang Seng Index for Project Vampire.

Vampire bites Legend
10 August 2003

For the 10th time this year, investors in a Hang Seng Index company, this time Legend Group Limited (Legend, 0992) have voted against the general mandate, as we show below.

For readers not familiar with it, Project Vampire (Vote Against Mandate for Placings, Issues by Rights Excepted) urges shareholders to vote against the general share issue mandate unless it complies with our recommendations, based on international best practice, which are:

  1. The mandate to issue shares for cash, other than by a rights issue, shall be in respect of not more than 5% of the issued shares a the time of the mandate
  2. The discount for shares issued other than by a rights issue shall not exceed 5%.
  3. The mandate to issue shares for other purposes, including acquisitions, shall be for not more than 20% of the issued shares

At the time of voting, Legend was 57.39% owned by Legend Holdings Ltd, and 0.79% held by directors and their spouses, taking the total insider ownership (excluding any employee shareholdings) to 4,345,129,971 shares, or 58.18% of the company.

Assuming the insiders voted in favour of their board's proposal, and deducting that from the votes "in favour" in the official poll results, then the voting of independent investors on the issue mandate was as follows:

  Votes Share
In favour 301,848,377 46.30%
Against 350,062,128 53.70%
Total 651,910,505 100.00%

Total votes cast were 20.88% of the free float. Perhaps in next year's AGM proposals, Legend's management will take into account the wishes of investors, clearly expressed by this vote.

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