REG - Costain Group PLC - Result of AGM

CostainAnnouncement

11/05/2023 17:00

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RNS Number : 1591Z  Costain Group PLC  11 May 2023

Costain Group PLC (the Company)

11 May 2023

 

RESULTS OF 2023 AGM

 

At the Company's Annual General Meeting held on 11 May 2023 (the "AGM"), the
resolutions set out in the Notice of Meeting, circulated to shareholders on 4
April 2023, were passed by the requisite majorities. Resolutions 1 to 17 were
passed as ordinary resolutions and Resolutions 18 to 21 were passed as special
resolutions.

 

As at 6.30pm on 9 May 2023, the number of issued shares in the Company was
276,684,741 ordinary shares, which was the total number of shares entitling
the holders to attend and vote for or against all the resolutions at the AGM.
In accordance with the Company's Articles of Association, the resolutions were
put to the meeting on a poll in which every member present in person or by
proxy had one vote for every share held.

 

The poll results, on which EQ, the Company's registrar, acted as scrutineer
are as follows:

 

 RESOLUTION                                                                    NUMBER OF VOTES  % of Votes Cast  NUMBER OF VOTES AGAINST  % of Votes Cast  TOTAL VOTES CAST  % of Issued Share Capital Voted  NUMBER OF VOTES WITHHELD

                                                                               FOR

 Resolution 1                                                                  175,212,131      99.98            33,840                   0.02             175,245,971       63.34%                           44,951

 Receive the 2022 Annual Report and Accounts
 Resolution 2                                                                  174,748,301      99.75            435,145                  0.25             175,183,446       63.32%                           107,476

 Approve the Directors' Remuneration Report
 Resolution 3                                                                  170,214,500      97.17            4,965,240                2.83             175,179,740       63.31%                           111,182

 Approve the Directors' Remuneration Policy
 Resolution 4                                                                  174,704,500      99.69            538,106                  0.31             175,242,606       63.34%                           48,316

 Elect Kate Rock
 Resolution 5                                                                  174,967,291      99.87            230,714                  0.13             175,198,005       63.32%                           92,917

 Re-elect Alex Vaughan
 Resolution 6                                                                  174,929,049      99.84            281,747                  0.16             175,210,796       63.33%                           80,126

 Re-elect Helen Willis
 Resolution 7                                                                  173,700,144      99.17            1,452,940                0.83             175,153,084       63.30%                           137,838

 Re-elect Bishoy Azmy
 Resolution 8                                                                  175,124,573      99.94            113,587                  0.06             175,238,160       63.33%                           52,762

 Re-elect Neil Crockett
 Resolution 9                                                                  174,883,349      99.80            355,553                  0.20             175,238,902       63.34%                           52,020

 Re-elect Jacqueline de Rojas
 Resolution 10                                                                 170,990,022      97.58            4,244,861                2.42             175,234,883       63.33%                           56,039

 Re-elect Fiona MacAulay
 Resolution 11                                                                 175,090,338      99.94            99,193                   0.06             175,189,531       63.32%                           101,391

 Re-elect Tony Quinlan
 Resolution 12                                                                 174,898,592      99.94            102,102                  0.06             175,000,694       63.25%                           290,228

 Re-appoint PwC as auditor
 Resolution 13                                                                 175,131,059      99.96            66,234                   0.04             175,197,293       63.32%                           93,629

 Authorise the auditor's remuneration
 Resolution 14                                                                 156,757,425      89.46            18,464,450               10.54            175,221,875       63.33%                           69,047

 Authorise political donations
 Resolution 15                                                                 174,645,009      99.68            555,138                  0.32             175,200,147       63.32%                           90,775

 Authorise the allotment of shares
 Resolution 16                                                                 174,645,506      99.79            362,650                  0.21             175,008,156       63.25%                           282,766

 Approve the Costain 2023 Long Term Incentive Plan
 Resolution 17                                                                 174,670,388      99.77            408,712                  0.23             175,079,100       63.28%                           211,822

 Approve the Costain 2023 Share Deferral Plan
 Resolution 18                                                                 170,399,780      97.32            4,692,463                2.68             175,092,243       63.28%                           198,679

 Approve the disapplication of pre-emption rights (general)
 Resolution 19                                                                 163,678,285      93.49            11,389,550               6.51             175,067,835       63.27%                           218,087

 Approve the disapplication of pre-emption rights (acquisition or capital
 investment)
 Resolution 20                                                                 175,044,757      99.90            170,005                  0.10             175,214,762       63.33%                           76,160

 Authorise the purchase of own shares
 Resolution 21                                                                 174,793,689      99.73            472,738                  0.27             175,266,427       63.35%                           24,495

 Approve the holding of General Meetings (other than AGMs) on 14 clear days'
 notice

 

Notes:

1.    There were no restrictions on shareholders to cast votes on any of
the resolutions proposed at the AGM.

2.    Percentages are expressed as a proportion of the total votes cast
(which does not include votes withheld).

3.    A vote withheld is not a vote in law and is not included in the
calculation of the votes 'For' or 'Against' the resolutions, nor the total
votes cast.

4.    Any proxy appointments which gave discretion to the Chair have been
included in the 'For' totals.

In accordance with Listing Rule 9.6.2R, copies of all resolutions passed at
the AGM today, other than those concerning ordinary business, will be
submitted to the National Storage Mechanism, where they will shortly be
available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . In addition, copies
of these resolutions will also be filed with Companies House.

The results of the 2023 AGM will be available to view on the Company's website
at www.costain.com (http://www.costain.com) .

 

 

 

Enquiries

 

 Investors and analysts
 Paul Sharma, Costain        +44 (0) 7867 501 188

 Financial media - Headland  costain@headlandconsultancy.com (mailto:costain@headlandconsultancy.com)
 Andy Rivett-Carnac          +44 (0) 7968 997 365
 Charlie Twigg               +44 (0) 7946 494 568

 

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