REG - Genus - Results of AGM

GenusAnnouncement

20/11/2024 15:45

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RNS Number : 0220N  Genus PLC  20 November 2024

Genus plc (the 'Company') - 2024 AGM Poll Results

 

The Company announces that at its AGM held on Wednesday, 20 November 2024,
all resolutions set out in the Notice of AGM were passed on a poll.

 

Resolutions 1 to 13 were passed as Ordinary Resolutions and Resolutions 14
to 17 were passed as Special Resolutions. The following table sets out the
votes cast on each resolution:
 
 
 

 

 Resolutions                                                                     In Favour   %       Against     %       Abstentions  Total no. of shares in respect of which proxies were validly made

                                                                                 Votes               Votes               Votes
 1.     To receive the accounts and reports of the Directors and auditor         48,715,066  99.86%  68,187      0.14%   760,636      48,783,253
 for the year ended 30 June 2024.
 2.     To approve the Directors' Remuneration Report for the year ended 30      44,982,186  95.44%  2,150,030   4.56%   2,411,673    47,132,216
 June 2024, as set out on pages 80 to 102 of the Company's Annual Report 2024.
 3.     To declare a final dividend of 21.7 pence per Ordinary Share.            49,429,218  99.78%  111,106     0.22%   3,565        49,540,324
 4.     To elect Ralph Heuser as a Director of the Company.                      49,525,242  99.98%  9,158       0.02%   9,489        49,534,400
 5.     To re-elect Jorgen Kokke as a Director of the Company.                   48,804,368  99.96%  19,937      0.04%   719,584      48,824,305
 6.     To re-elect Iain Ferguson CBE as a Director of the Company.              43,344,621  91.50%  4,028,280   8.50%   2,170,988    47,372,901
 7.     To re-elect Alison Henriksen as a Director of the Company.               49,520,576  99.97%  14,650      0.03%   8,663        49,535,226
 8.     To re-elect Lysanne Gray as a Director of the Company.                   49,310,033  99.55%  224,873     0.45%   8,983        49,534,906
 9.     To re-elect Lesley Knox as a Director of the Company.                    48,459,775  97.83%  1,075,331   2.17%   8,783        49,535,106
 10.  To re-elect Jason Chin as a Director of the Company.                       49,313,906  99.55%  223,285     0.45%   6,698        49,537,191
 11.  To appoint PricewaterhouseCoopers LLP as auditor of the Company.           48,748,583  98.41%  787,796     1.59%   7,510        49,536,379
 12.  To authorise the Audit & Risk Committee of the Board to determine          49,532,211  99.99%  5,813       0.01%   5,865        49,538,024
 the remuneration of the auditor.
 13.  To empower the Directors with limited authority to allot Ordinary          46,408,135  93.69%  3,127,159   6.31%   8,595        49,535,294
 Shares.
 14.  To empower the Directors with limited authority to allot equity            43,459,967  87.75%  6,066,064   12.25%  17,858       49,526,031
 securities for cash without first offering them to existing shareholders.
 15.  To empower the Directors with limited authority to allot additional        38,012,173  76.94%  11,395,902  23.06%  135,814      49,408,075
 equity securities for cash without first offering them to existing
 shareholders provided that this power be used only in connection with an
 acquisition or other capital investment.
 16.  To empower the Directors with limited authority to make one or more        48,788,730  98.51%  736,177     1.49%   18,982       49,524,907
 market purchases of any Ordinary Shares.
 17.  To allow a General Meeting other than an Annual General Meeting to be      48,960,457  98.84%  576,246     1.16%   7,186        49,536,703
 called on not less than 14 clear days' notice.

 

 

The Board notes that whilst Resolutions 14 and 15 (disapplication of
pre-emption rights) were passed with the requisite majority, for the
purposes of provision 4 of the UK Corporate Governance Code (the "Code") more
than 20% of the votes cast were not in favour of Resolution 15. The Board
notes that this resolution reflects and is aligned with the most recent
edition of the Pre-Emption Group Guidelines published in 2022 (the
"Guidelines") but appreciates and acknowledges that certain shareholders apply
their own policies in relation to the disapplication of pre-emption rights
which may differ from the Guidelines. The Board will engage with shareholders
to better understand the reason behind this voting outcome and, in accordance
with the Code, will provide an update within six months of the Annual General
Meeting.

A copy of the special business resolutions will be submitted to the National
Storage Mechanism and will soon be available to view at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

As at the close of business on 18 November 2024, the total number of ordinary
shares of £0.10 each eligible to be voted at the AGM was 66,034,878.

Therefore, the total voting rights in the Company as at that time were
66,034,878. The proportion of the Company's issued share capital represented
by the votes validly cast was 75.02%.

Equiniti acted as scrutineer of the poll on all resolutions.

 

 

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