REG - Berkeley Group Hldgs - Result of AGM

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RNS Number : 2635Y  Berkeley Group Holdings (The) PLC  05 September 2025

5 September 2025

 

The Berkeley Group Holdings plc

(the "Company")

 

2025 Annual General Meeting ("AGM")

Results of AGM

 

Shareholders are informed that the results of the poll on the resolutions put
before the AGM of the Company held on 5 September 2025 are:

 

 Resolution Number  Resolution                                                                      Votes       %      Votes AGAINST  %      Total Votes Validly Cast (excluding withheld)  % of ISC Voted  Withheld Votes

                                                                                                    FOR
 1                  Accounts for the year ended 30 April 2025, together with the Reports of the     78,867,774  99.99  838            0.01   78,868,612                                     82.36%          2,409,943
                    Directors and Auditor thereon
 2                  To approve the Annual Report on Remuneration for the year ended 30 April 2025   71,985,903  93.87  4,703,207      6.13   76,689,110                                     80.08%          4,589,445
 3                  To approve the Directors' Remuneration Policy                                   59,196,070  77.19  17,492,146     22.81  76,688,216                                     80.08%          4,590,339
 4                  THAT the rules of The Berkeley Group Holdings plc Performance Share Plan (the   61,058,593  79.62  15,631,001     20.38  76,689,594                                     80.08%          4,588,961
                    'PSP'), be approved and the Directors be authorised to do all such acts and
                    things necessary to establish and give effect to the PSP
 5                  To re-elect R Downey as a Director of the Company                               80,323,322  98.83  952,102        1.17   81,275,424                                     84.87%          3,131
 6                  To re-elect R C Perrins as a Director of the Company                            65,490,390  81.44  14,926,387     18.56  80,416,777                                     83.97%          861,778
 7                  To re-elect R J Stearn as a Director of the Company                             81,247,672  99.97  27,737         0.03   81,275,409                                     84.87%          3,146
 8                  To re-elect A Kemp as a Director of the Company                                 80,279,962  98.78  995,447        1.22   81,275,409                                     84.87%          3,146
 9                  To re-elect N Adams as a Director of the Company                                79,093,315  97.32  2,181,559      2.68   81,274,874                                     84.87%          3,681
 10                 To re-elect E Adekunle as a Director of the Company                             81,254,632  99.97  20,792         0.03   81,275,424                                     84.87%          3,131
 11                 To re-elect S Sands as a Director of the Company                                81,255,900  99.98  19,024         0.02   81,274,924                                     84.87%          3,631
 12                 To re-elect KPMG as auditor of the Company and hold office until the            77,438,817  95.28  3,836,839      4.72   81,275,656                                     84.87%          2,899
                    conclusion of the next general meeting
 13                 To authorise the Audit Committee to determine the auditor's remuneration        80,053,208  98.50  1,221,640      1.50   81,274,848                                     84.87%          3,707
 14                 That the Directors be authorised to allot shares and grant rights to subscribe  72,726,370  89.48  8,549,424      10.52  81,275,794                                     84.87%          2,761
                    for, or convert any security into, shares (see AGM Notice)
 15*                That, subject to Resolution 14, the Directors be authorised to allot shares     70,601,293  86.87  10,674,715     13.13  81,276,008                                     84.87%          2,547
                    and / or sell equity securities for cash as if Section 561 of the Act did not
                    apply (see AGM Notice)
 16*                That, subject to Resolutions 14 and 15, the Directors be authorised to allot    69,454,564  85.46  11,820,980     14.54  81,275,544                                     84.87%          3,011
                    equity securities for cash (see AGM Notice)
 17*                That the Company be authorised to make market purchases of its own shares (see  81,006,359  99.94  50,482         0.06   81,056,841                                     84.64%          221,714
                    AGM Notice)
 18                 That the Company and its subsidiaries be authorised to make political           73,913,749  96.38  2,776,881      3.62   76,690,630                                     80.08%          4,587,925
                    donations (see AGM Notice)
 19*                That general meetings of the Company (other than Annual General Meetings) may   77,045,614  94.79  4,230,949      5.21   81,276,563                                     84.87%          1,992
                    be called by notice of not less than 14 clear days

 

Notes

 

*Special resolution

 

The votes "for" include those votes 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.

 

The Company has considered the reasons for the results of today's meeting and
reflected in the voting outcomes for the resolutions regarding the approval of
the new Remuneration Policy (Resolution 3) and the PSP (Resolution 4), which
were passed with a majority vote of 77.19% and 79.62% in favour respectively.

In developing the Remuneration Policy, the Remuneration Committee engaged
extensively with shareholders. While a significant majority of shareholders
supported the resolutions, we will continue to consult with shareholders and
carefully consider this input as we implement the Policy. We remain committed
to maintaining a remuneration policy that supports our strategic objectives
and aligns with shareholder interests. In accordance with the UK Corporate
Governance Code, we will publish an update on the outcome of any further
engagement feedback received within six months of the Annual General Meeting
and a summary of views will be included in our next Annual Report.

Copies of the resolutions passed will shortly be available for inspection on
the National Storage Mechanism at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . The full text of
the resolutions can be found in the AGM Notice which can be located in the
Investors section of the Company's website at the following location:
www.berkeleygroup.co.uk/investors
(file:///C%3A/Users/shand/AppData/Local/Microsoft/Windows/INetCache/Content.Outlook/2J997M0X/www.berkeleygroup.co.uk/investors)
.

 

 

For further information please contact:

 

Victoria
Mee
            Tel: 01932 868 555

Company Secretary

The Berkeley Group Holdings plc

 

Novella Communications
            Tel: 020 3151 7008

Tim Robertson

 

 

LEI:      2138009OQSSLVVHQAL78

 

 

END

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