REG - Close Bros Grp PLC - Result of AGM
RNS Number : 5491HClose Brothers Group PLC15 November 2018Close Brothers Group plc
Results of 2018 Annual General Meeting held on Thursday 15 November 2018.
All resolutions were passed by the requisite majority by a poll vote; resolutions 1 to 16 as ordinary resolutions and resolutions 17 to 21 as special resolutions.
The following votes were cast in respect of the AGM resolutions:
Ordinary Resolutions
Total Votes For
% For
Total Votes Against
% Against
Total Votes Cast
% of Issued share capital
Votes Withheld
1.
To receive and adopt the 2018 Annual Report and Accounts and the Auditor's Report
119,065,339
100.00%
100
0.00%
119,065,439
78.79%
271,481
2.
To approve the Directors' Remuneration Report for the financial year ended 31 July 2018
117,624,646
98.58%
1,697,527
1.42%
119,322,173
78.96%
14,746
3.
To authorise the payment of a final dividend on the ordinary shares of 42p per share for the year ended 31 July 2018
119,336,820
100.00%
100
0.00%
119,336,920
78.97%
0
4.
To reappoint Mike Biggs as a director
117,602,509
98.55%
1,727,039
1.45%
119,329,548
78.96%
7,021
5.
To reappoint Preben Prebensen as a director
118,917,943
99.65%
415,160
0.35%
119,333,103
78.96%
3,467
6.
To reappoint Elizabeth Lee as a director
118,912,546
99.65%
418,617
0.35%
119,331,163
78.96%
5,407
7.
To reappoint Oliver Corbett as a director
118,863,076
99.61%
468,087
0.39%
119,331,163
78.96%
5,407
8.
To reappoint Geoffrey Howe as a director
118,928,018
99.62%
448,735
0.38%
119,376,753
78.99%
15,774
9.
To reappoint Lesley Jones as a director
118,867,799
99.62%
451,162
0.38%
119,318,961
78.95%
17,609
10.
To reappoint Bridget Macaskill as a director
118,754,524
99.52%
576,639
0.48%
119,331,163
78.96%
5,407
11.
To appoint Mike Morgan as a director
118,907,628
99.65%
415,260
0.35%
119,322,888
78.96%
13,682
12.
To reappoint PricewaterhouseCoopers LLP as auditor
119,313,661
99.99%
6,029
0.01%
119,319,690
78.96%
16,880
13.
To authorise the directors to determine the remuneration of the auditor
119,307,241
99.98%
27,601
0.02%
119,334,842
78.97%
2,078
14.
To approve amendments to the Close Brothers Omnibus Share Incentive Plan
115,442,970
96.70%
3,936,289
3.30%
119,379,259
78.99%
13,617
15.
To authorise the Board to allot shares and to grant rights to subscribe for or convert any security into shares (within prescribed limits)
114,100,643
95.62%
5,230,874
4.38%
119,331,517
78.96%
5,403
16.
To authorise the Board to allot shares and to grant rights to subscribe for or convert any security into shares in relation to the issue of AT1 Securities (within prescribed limits)
118,478,433
99.29%
849,983
0.71%
119,328,416
78.96%
7,253
Special Resolutions
17.
That, if resolution 15 is passed, pre-emption rights are disapplied in relation to allotments of equity securities up to 5% of issued share capital
118,737,418
99.50%
595,059
0.50%
119,332,477
78.96%
4,093
18.
That, if resolution 15 is passed, pre-emption rights are disapplied in relation to allotments of equity securities up to a further 5% of issued share capital
110,898,373
92.93%
8,431,633
7.07%
119,330,006
78.96%
6,563
19.
That, if resolution 16 is passed, pre-emption rights are disapplied in relation to allotments of equity securities arising from the issue of any AT1 Securities
117,983,841
98.87%
1,347,365
1.13%
119,331,206
78.96%
5,363
20.
That the Company be generally and unconditionally authorised to make market purchases of its own shares (within prescribed limits)
118,557,587
99.37%
754,431
0.63%
119,312,018
78.95%
24,551
21.
That a general meeting except an annual general meeting may be called on not less than 14 clear days' notice
115,806,361
97.04%
3,529,747
2.96%
119,336,108
78.97%
812
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. For the purposes of the AGM the issued share capital of the Company was 151,123,475 ordinary shares (excluding 936,815 treasury shares).
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website at
www.closebrothers.com/investor-relations/shareholder-information/annual-general-meeting
5. Following the AGM and as announced on 27 June 2018, Mike Morgan has succeeded Jonathan Howell as Group Finance Director.
John Hudspith
Deputy Company Secretary
Close Brothers Group plc
LEI code: 213800W73SYHR14I3X91
15 November 2018
020 7655 3100
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