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RNS Number : 0138N Hays PLC 20 November 2024
HAYS PLC
ANNUAL GENERAL MEETING 2024
RESULTS OF THE POLL
Hays plc (the "Company") announces the results of the voting by poll on the
resolutions put to its Annual General Meeting ("AGM") held at 12:00pm today,
Wednesday 20 November 2024. The full text of the resolutions proposed at the
AGM is included in the Notice of AGM published on 7 October 2024, which is
available on the Company's website at:
www.haysplc.com/investors/shareholder-services/agm
(http://www.haysplc.com/investors/shareholder-services/agm) .
Resolutions 1 to 16 were passed as ordinary resolutions and resolutions 17 to
19 were passed as special resolutions.
The table below shows the votes cast on each resolution.
Resolution Votes For % Votes Against % Votes Total % of ISC Votes Votes Withheld
1. To receive the Directors' and Auditors' Reports and the financial 1,423,046,079 100.00 62,195 0.00 1,423,108,274 89.40% 882,100
statements for the year ended 30 June 2024
2. To approve the 1,395,608,306 98.02 28,249,679 1.98 1,423,857,985 89.45% 132,389
Directors' Remuneration
Report
3. To declare a final dividend 1,420,780,887 99.77 3,207,078 0.23 1,423,987,965 89.46% 2,409
4. To elect Helen Cunningham as a director of the Company 1,417,701,857 99.99 168,048 0.01 1,417,869,905 89.07% 6,120,469
5. To elect Anthony Kirby as a director of the Company 1,420,619,827 99.99 143,135 0.01 1,420,762,962 89.26% 3,227,412
6. To re-elect Dirk Hahn as a director of the Company 1,420,705,684 99.77 3,251,830 0.23 1,423,957,514 89.46% 32,860
7. To re-elect James Hilton as a director of the Company 1,423,703,558 99.98 255,068 0.02 1,423,958,626 89.46% 31,748
8. To re-elect Joe Hurd as a director of the Company 1,411,672,760 99.14 12,217,202 0.86 1,423,889,962 89.45% 100,412
9. To re-elect Andrew Martin as a director of the Company 1,416,086,591 99.50 7,185,430 0.50 1,423,272,021 89.41% 718,353
10. To re-elect Cheryl Millington as a director of the Company 1,359,433,917 95.47 64,456,045 4.53 1,423,889,962 89.45% 100,412
11. To re-elect Susan Murray as a director of the Company 1,359,018,219 95.44 64,871,743 4.56 1,423,889,962 89.45% 100,412
12. To re-elect Zarin Patel as a director of the Company 1,414,744,925 99.36 9,134,732 0.64 1,423,879,657 89.45% 110,717
13. To re-appoint PricewaterhouseCoopers LLP as Auditor of the Company 1,138,075,426 79.93 285,849,437 20.07 1,423,924,863 89.45% 65,511
14. To authorise the Audit Committee to determine the Auditor's remuneration 1,141,186,393 80.14 282,795,558 19.86 1,423,981,951 89.46% 8,423
15. To authorise the Company to make political donations 1,137,348,892 99.66 3,906,162 0.34 1,141,255,054 71.70% 282,735,320
16. To authorise the directors to allot Ordinary shares in the Company 1,057,674,424 74.28 366,297,937 25.72 1,423,972,361 89.46% 18,013
17. To authorise the directors to disapply pre-emption rights* 1,131,003,141 79.43 292,874,137 20.57 1,423,877,278 89.45% 113,096
18. To authorise the Company to purchase its own shares* 1,420,743,745 99.78 3,113,923 0.22 1,423,857,668 89.45% 132,706
19. To authorise the calling of a general meeting with 14 clear days' notice* 1,340,119,140 94.11 83,853,722 5.89 1,423,972,862 89.46% 17,512
1,395,608,306
98.02
28,249,679
1.98
1,423,857,985
89.45%
132,389
3. To declare a final dividend
1,420,780,887
99.77
3,207,078
0.23
1,423,987,965
89.46%
2,409
4. To elect Helen Cunningham as a director of the Company
1,417,701,857
99.99
168,048
0.01
1,417,869,905
89.07%
6,120,469
5. To elect Anthony Kirby as a director of the Company
1,420,619,827
99.99
143,135
0.01
1,420,762,962
89.26%
3,227,412
6. To re-elect Dirk Hahn as a director of the Company
1,420,705,684
99.77
3,251,830
0.23
1,423,957,514
89.46%
32,860
7. To re-elect James Hilton as a director of the Company
1,423,703,558
99.98
255,068
0.02
1,423,958,626
89.46%
31,748
8. To re-elect Joe Hurd as a director of the Company
1,411,672,760
99.14
12,217,202
0.86
1,423,889,962
89.45%
100,412
9. To re-elect Andrew Martin as a director of the Company
1,416,086,591
99.50
7,185,430
0.50
1,423,272,021
89.41%
718,353
10. To re-elect Cheryl Millington as a director of the Company
1,359,433,917
95.47
64,456,045
4.53
1,423,889,962
89.45%
100,412
11. To re-elect Susan Murray as a director of the Company
1,359,018,219
95.44
64,871,743
4.56
1,423,889,962
89.45%
100,412
12. To re-elect Zarin Patel as a director of the Company
1,414,744,925
99.36
9,134,732
0.64
1,423,879,657
89.45%
110,717
13. To re-appoint PricewaterhouseCoopers LLP as Auditor of the Company
1,138,075,426
79.93
285,849,437
20.07
1,423,924,863
89.45%
65,511
14. To authorise the Audit Committee to determine the Auditor's remuneration
1,141,186,393
80.14
282,795,558
19.86
1,423,981,951
89.46%
8,423
15. To authorise the Company to make political donations
1,137,348,892
99.66
3,906,162
0.34
1,141,255,054
71.70%
282,735,320
16. To authorise the directors to allot Ordinary shares in the Company
1,057,674,424
74.28
366,297,937
25.72
1,423,972,361
89.46%
18,013
17. To authorise the directors to disapply pre-emption rights*
1,131,003,141
79.43
292,874,137
20.57
1,423,877,278
89.45%
113,096
18. To authorise the Company to purchase its own shares*
1,420,743,745
99.78
3,113,923
0.22
1,423,857,668
89.45%
132,706
19. To authorise the calling of a general meeting with 14 clear days' notice*
1,340,119,140
94.11
83,853,722
5.89
1,423,972,862
89.46%
17,512
Special resolutions are indicated by an asterisk.
The Board notes that over 20% of votes cast were against the Board's
recommendations in respect of resolutions 13, 16 and 17. The Board will engage
with shareholders in respect of these resolutions to ensure their views are
understood. In accordance with provision 4 of the UK Corporate Governance
Code, the Board will provide an update on this engagement within 6 months of
the AGM, as well as a final summary in the Company's 2025 Annual Report.
The issued share capital (ISC) at the close of business on 18 November 2024
was 1,600,433,092 (1,591,794,123
excluding shares held in Treasury). The 'For' vote includes those giving the
Chairman discretion. Votes withheld are not votes in law and therefore have
not been counted in the calculation of the percentage of votes for or against
a resolution.
The full text of each of the resolutions is set out in the Notice of AGM,
which is available at www.haysplc.com/investors/shareholder-services/agm
(http://www.haysplc.com/investors/shareholder-services/agm) In accordance
with UK Listing Rule 6.4.2.R, copies of the resolutions, other than those
concerning ordinary business, passed at the AGM will be 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)
20 November 2024
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