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RNS Number : 0497A Diploma PLC 17 January 2024
10-11 CHARTERHOUSE SQUARE, LONDON EC1M 6EE
TELEPHONE: +44 (0)20 7549 5700
FACSIMILE: +44 (0)20 7549 5715
FOR IMMEDIATE RELEASE
17 JANUARY 2024
RESULT OF ANNUAL GENERAL MEETING ("AGM")
All of the resolutions put to shareholders at the AGM of Diploma PLC
("Diploma" or the "Company"") held today, were passed by poll votes. The full
text of each resolution is contained in the Notice of Annual General Meeting,
which is available on the Company's website. The results of the AGM have now
been published on the Company's website at
https://www.diplomaplc.com/investors/shareholder-centre/
(https://www.diplomaplc.com/investors/shareholder-centre/)
The results of the poll incorporating proxy votes lodged in advance of the
meeting are set out below (rounded to 2 decimal places).
Summary of Votes Cast
Resolution Description For % Against % Withheld
1 REPORT AND ACCOUNTS
109,791,268 99.86% 149,897 0.14% 191,241
2 FINAL DIVIDEND OF 40.0p
110,106,900 99.98% 25,203 0.02% 303
3 RE-ELECT D.LOWDEN
89,602,546 82.43% 19,100,237 17.57% 1,429,623
4 RE-ELECT JD THOMSON
110,120,595 99.99% 8,089 0.01% 3,722
5 RE-ELECT C.DAVIES
109,709,969 99.62% 418,746 0.38% 3,691
6 RE-ELECT AP SMITH
106,711,904 97.29% 2,972,248 2.71% 448,254
7 RE-ELECT A.THORBURN
105,164,360 95.49% 4,964,322 4.51% 3,724
8 ELECT J.WARD
109,948,013 99.84% 180,671 0.16% 3,722
9 RE-ELECT G.HUSE
107,384,550 97.51% 2,743,763 2.49% 4,093
10 RE-ELECT D.FINCH
107,482,864 97.60% 2,645,074 2.40% 4,468
11 RE-APPOINT AUDITOR
109,948,957 99.84% 176,199 0.16% 7,250
12 REMUNERATION OF AUDITORS
110,123,824 100.00% 4,447 0.00% 4,135
13 REMUNERATION REPORT
103,761,729 94.22% 6,365,795 5.78% 4,882
14 AUTHORITY TO ALLOT SHARES
104,873,867 95.23% 5,254,954 4.77% 3,585
15 (SR) DISAPPLICATION OF PRE-EMPTION RIGHTS
108,953,871 99.20% 874,159 0.80% 304,376
16 (SR) FURTHER DISAPPLICATION OF PRE-EMPTION RIGHTS
108,007,226 98.34% 1,820,704 1.66% 304,476
17 (SR) AUTHORITY TO MAKE MARKET PURCHASES OF ORDINARY SHARES
109,513,523 99.85% 159,814 0.15% 459,069
18 (SR) DIVIDEND RATIFICATION
109,919,065 100.00% 3,397 0.00% 36,697
19 (SR) CALL GENERAL MEETINGS
105,602,091 95.89% 4,524,593 4.11% 5,722
Notes:
1. A total of 110,123,824 votes were validly cast.
2. The Company's Issued Share Capital ("ISC") is 134,091,975 ordinary
shares of 5p each and the proportion of the ISC represented by those votes
validly cast is 82.13%.
3. A vote withheld is not a vote in law and is not counted.
In relation to Resolution 18, HMRC has confirmed that, as set out in Schedule
1 of the Notice of Annual General Meeting:
a. the full amount of the FY21 Interim Dividend will continue to be
treated as a distribution for UK tax purposes, meaning such amount is deemed
to have been paid for UK tax purposes as at the date of payment on 16 June
2021; and
b. the proposed release of claims against shareholders who were
recipients of the Relevant Dividend (the "Recipient Shareholders") will not
impact the tax treatment of the distribution for Recipient Shareholders who
are UK tax resident.
If any UK resident shareholder has any doubts about his or her tax position,
he or she should consult with an independent professional advisor.
In accordance with Listing Rule 9.6.1, a copy of the resolutions, other than
those concerning ordinary business has been submitted to the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
Terms used but not defined in this announcement have the meaning set out in
the Notice of Annual General Meeting.
J Morrison
Group General Counsel & Company Secretary
Diploma PLC
For further information, please contact:
Diploma PLC - +44 (0)20 7549 5700
John Morrison, Group General Counsel & Company Secretary
LEI:2138008OGI7VYG8FGR19
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