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RNS Number : 6666Y Trifast PLC 07 September 2022
Wednesday, 7 September 2022
Trifast plc
(Trifast or Company)
Leading international specialists in the design, engineering, manufacture, and
distribution
of high-quality industrial fastenings and Category 'C' components principally
to major global assembly industries
RESULTS OF VOTING AT THE ANNUAL GENERAL MEETING (AGM)
Trifast plc ('the Company') announces that at today's AGM, all resolutions*
put to the Meeting and contained in the Notice of Meeting (NOM) dated 3 August
2022, and previously circulated to Members on the register, were duly passed.
The result of the Poll is set out below:
RESOLUTIONS VOTES % VOTES % VOTES TOTAL % VOTES
FOR AND DISCRETION AGAINST of ISC WITHELD
ORDINARY RESOLUTIONS:
Resolution 1
To consider the Company's Annual Report and Financial Statements and the 99,395,331 100% 3,600 0% 99,398,931 73.03% 1,935
reports of the Directors and Auditors for the year ended 31 March 2022.
Resolution 2
To receive and approve the Directors' Remuneration Report contained in the 67,166,808 67.58% 32,224,505 32.42% 99,391,313 73.03% 9,553
Annual Report.
Resolution 3
To declare a final dividend. 99,400,866 100% 0 0 99,400,866 73.03% 0
Resolution 4
To re-elect Jonathan Shearman as a Director. 88,837,039 90.29% 9,558,555 9.71% 98,395,594 72.29% 1,005,272
Resolution 5
To re-elect Mark Belton as a Director. 99,358,994 99.96% 3,600 0.04% 99,395,594 73.03% 5,272
Resolution 7
To re-elect Clive Watson as a Director. 98,490,766 99.09% 904,828 0.91% 99,395,594 73.03% 5,272
Resolution 8
To re-elect Scott Mac Meekin as a Director. 98,458,397 99.06% 937,197 0.94% 99,395,594 73.03% 5,272
Resolution 9
To re-elect Claire Balmforth as a Director. 96,229,651 96.81% 3,167,878 3.19% 99,397,529 73.03% 3,337
Resolution 10
To appoint BDO LLP as auditor of the Company to hold office until the 99,371,250 99.98% 15,141 0.02% 99,386,391 73.02% 14,475
conclusion of the next general meeting.
Resolution 11
To authorise the Directors to fix the remuneration of the auditor. 99,381,496 99.99% 12,011 0.01% 99,393,507 73.03% 7,359
Resolution 12
To allow the Directors authority to allot shares. 84,210,882 84.75% 15,155,049 15.25% 99,365,931 73.01% 34,935
SPECIAL RESOLUTIONS:
Resolution 13
To allow the Directors authority for disapplication of pre-emption rights. 84,135,467 84.65% 15,255,053 15.35% 99,390,520 73.02% 10,346
Resolution 14
To allow the Directors authority for disapplication of pre-emption rights for 84,170,023 84.68% 15,228,908 15.32% 99,398,931 73.03% 1,935
an acquisition or capital investment.
Resolution 15
To authorise the Company to make market purchases of its own shares. 99,341,155 99.95% 51,300 0.05% 99,392,455 73.03% 8,411
Resolution 16
That a general meeting other than an Annual General Meeting may be called on 82,870,692 99.73% 222,174 0.27% 83,092,866 61.05% 16,308,000
not less than 14 clear days' notice.
Voting
*Following the Company's announcement on 31 August 2022 regarding the
Directorate change, Resolution 6 withdrawn and therefore did not require a
vote by Members.
The Company also acknowledges that a sizable proportion of the votes were cast
against Resolution 2. The Board takes seriously its responsibilities to
maintain a healthy dialogue with shareholders. We have already engaged with
several of them to listen and better understand their views and concerns on
policy.
Dividend
Following approval by shareholders, a final dividend of 1.40p per ordinary
share will be paid on 14 September 2022 to Members on the register at the
close of business on 16 September 2022. Together with the interim dividend
of 0.70p (paid on 14 April 2022), this brings the total for the year to 2.10p
per share, an increase of 31.3% on the prior year (FY2021: 1.60p). The
ex-dividend date is 15 September 2022.
Enquiries to
Christopher Morgan, Company Secretary
Trifast plc
Office: 44 (0) 1825 747630
Email: Companysecretariat@trifast.com (mailto:Companysecretariat@trifast.com)
Notes:
The AGM was compliant with legal requirements for the AGM in accordance with
the Company's Articles of Association.
The 'for' vote includes those giving discretion to the Chairman. A vote
withheld is not a vote in law and is not counted in the calculation of the
votes for or against a resolution.
As detailed in the NOM, Shareholders were able to submit any questions
regarding the business prior to the Meeting via the Company Secretariat
Office. No questions relating to the Resolutions were submitted ahead of the
AGM by shareholders. Questions were put to the Board from the room and via the
viewing platform Investor Meet Company (IMC). These are contained within the
recording of the event which will be uploaded to the Company website in due
course.
At 7 September 2022 there were 136,104,935 Trifast plc ordinary shares of 5p
each in issue (ISC). Ordinary shareholders are entitled to one vote per share
held.
The Annual Report together with ancillary documents are available to view and
download on the Company's website at Trifast plc | Our reports
(https://www.trfastenings.com/investors/reports-and-presentations)
The 2022 Annual Report and Financial Statements for the period ended 31 March
2022, together with the Notice of AGM, were also, in accordance with Listing
Rule 9.6.1, submitted on to the FCA document viewing facility at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
In accordance with Listing Rule 9.6.2R, a copy of the resolutions passed as
Special Business at the AGM will also be submitted to the FCA document viewing
facility at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . This information
will also be found on the Company's website at Trifast plc | Shareholder
meetings
(https://www.trfastenings.com/investors/shareholder-information/shareholder-meetings)
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