REG - Close Bros Grp PLC - Result of AGM

Close BrothersAnnouncement

21/11/2024 16:00

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RNS Number : 2159N  Close Brothers Group PLC  21 November 2024

    Close Brothers Group plc

    AGM Results

 

 

 

 

At the Annual General Meeting ("AGM") of Close Brothers Group plc (the
"Company") held on 21 November 2024 at 11.00am, all resolutions put to
shareholders were duly passed on a poll with the required majorities. The full
text of each resolution is contained in the Notice of Annual General Meeting
(the "Notice"). Resolutions 1 to 17 were passed as ordinary resolutions.
Resolutions 18 to 22 were passed as special resolutions.

The following votes were cast in respect of the AGM resolutions:

 

                                                                                       Total Votes For  %       For        Total Votes Against  % Against  Total Votes Cast  % of Issued Share Capital Voted  Votes Withheld

      Ordinary Resolutions
 1.   To receive the Company's 2024 Annual Report and Accounts together with the       105,437,924      99.99              12,915               0.01       105,450,839       70.07%                           300,623
      reports of the Directors and of the auditor.
 2.   To approve the Directors' Remuneration Report for the financial year ended 31    102,696,753      97.72              2,391,550            2.28       105,088,303       69.83%                           663,159
      July 2024.
 3.   To approve the Directors' Remuneration Policy.                                   100,317,612      94.94              5,347,919            5.06       105,665,531       70.22%                           85,931
 4.   To re-elect Mike Biggs as a Director of the Company.                             100,504,960      95.18              5,085,579            4.82       105,590,539       70.17%                           160,923
 5.   To re-elect Adrian Sainsbury as a Director of the Company.                       105,364,918      99.70              320,075              0.30       105,684,993       70.23%                           66,469
 6.   To re-elect Mike Morgan as a Director of the Company.                            104,803,995      99.73              282,127              0.27       105,086,122       69.83%                           665,340
 7.   To re-elect Tracey Graham as a Director of the Company.                          104,067,708      98.49              1,594,130            1.51       105,661,838       70.21%                           89,624
 8.   To re-elect Kari Hale as a Director of the Company.                              104,057,824      98.48              1,604,015            1.52       105,661,839       70.21%                           89,623
 9.   To re-elect Patricia Halliday as a Director of the Company.                      105,391,400      99.73              280,291              0.27       105,671,691       70.22%                           79,771
 10.  To re-elect Tesula Mohindra as a Director of the Company.                        105,403,282      99.75              268,409              0.25       105,671,691       70.22%                           79,771
 11.  To re-elect Mark Pain as a Director of the Company.                              104,084,865      98.50              1,586,209            1.50       105,671,074       70.22%                           80,388
 12.  To re-elect Sally Williams as a Director of the Company.                         105,392,086      99.73              287,105              0.27       105,679,191       70.22%                           72,271
 13.  To reappoint PricewaterhouseCoopers LLP as auditor of the Company.               105,165,946      99.52              506,996              0.48       105,672,942       70.22%                           78,520
 14.  To authorise the Audit Committee (on behalf of the Board) to determine the       105,608,723      99.92              89,436               0.08       105,698,159       70.24%                           53,303
      remuneration of the auditor.
 15.  That the Company and all companies that are its subsidiaries, be authorised to   105,384,017      99.70              313,362              0.30       105,697,379       70.24%                           54,083
      make political donations not exceeding 100,000 GBP (see Notice).
 16.  To authorise the Board to allot shares in the Company and to grant rights to     101,474,503      96.03              4,195,692            3.97       105,670,195       70.22%                           81,267
      subscribe for or convert any security into shares (see Notice).
 17.  To authorise the Board to allot shares in connection with AT1 Securities (see    101,489,141      96.06              4,166,659            3.94       105,655,800       70.21%                           95,662
      Notice).
      Special Resolutions
 18.  That, subject to the passing of Resolution 16, the Board be given power to       94,287,857       89.23              11,380,131           10.77      105,667,988       70.22%                           83,474
      allot equity securities for cash as if section 561 of the Act did not apply
      (see Notice).
 19.  That, subject to Resolutions 16 and 18 passing, the Board be given the power     88,553,199       83.81              17,107,130           16.19      105,660,329       70.21%                           91,133
      to allot equity securities for cash as if section 561 of the Act did not apply
      (see Notice).
 20.  That, subject to the passing of Resolution 17, the Board be given authority to   101,511,886      96.06              4,164,067            3.94       105,675,953       70.22%                           75,509
      disapply pre-emption rights in connection with AT1 Securities (see Notice).
 21.  That the Company be authorised to make one or more market purchases of its       105,186,887      99.52              503,331              0.48       105,690,218       70.23%                           61,244
      ordinary shares of 25p each (see Notice).
 22.  That a general meeting other than an annual general meeting may be called on     104,401,634      98.77              1,296,755            1.23       105,698,389       70.24%                           53,073
      not less than 14 clear days' notice.

 

 

NOTES:

 

1.  'Total Votes For' include votes recorded as at the discretion of the
Chairman of the meeting.

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
150,487,543 ordinary shares (excluding 1,572,747 Treasury shares).

4.  The full text of the resolutions is detailed in the Notice available on
the Company website at
www.closebrothers.com/investor-relations/shareholder-information/annual-general-meeting
(http://www.closebrothers.com/investor-relations/shareholder-information/annual-general-meeting)
.

 

 

In accordance with Listing Rule 6.4.2, copies of the Special Resolutions
passed at the Annual General Meeting have been submitted to the Financial
Conduct Authority and will shortly be available for inspection from the
National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

 

Enquiries: Tiffany Brill, Deputy Company Secretary

020 3857 6251

 

 

 

 

About Close Brothers

 

Close Brothers is a leading UK merchant banking group providing lending,
deposit taking, wealth management services and securities trading. We employ
approximately 4,000 people, principally in the United Kingdom and Ireland.
Close Brothers Group plc is listed on the London Stock Exchange and is a
constituent of the FTSE 250.

 

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