REG - Hostmore PLC - Result of AGM

HostmoreAnnouncement

07/06/2023 18:15

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RNS Number : 0147C  Hostmore PLC  07 June 2023

Hostmore plc (the "Company")

 

Results of the 2023 Annual General Meeting

 

7 June 2023

 

Hostmore plc (the "Company") is pleased to announce that at its Annual
General Meeting held earlier today, all the resolutions put to its
shareholders were passed by the requisite majorities.  Resolutions 1 to 11
were passed as ordinary resolutions and resolutions 12 to 15 were passed as
special resolutions.

The results of the poll are set out below.

 No    RESOLUTION                                                                      VOTES                   FOR                  VOTES       AGAINST              TOTAL VOTES CAST             % of ISSUED    VOTES

FOR

AGAINST

WITHHELD

                       (% of votes cast)                (% of votes cast)    (excluding votes withheld)   SHARE
                                                                                       (incl. discretionary)

                                                                                                                                                                                                  CAPITAL

                                                                                                                                                                                                  VOTED
 1     To receive the Company's audited financial statements, together with the        68,683,640              100.00%              1,710       0.00%                68,685,350                   54.46          35,592
       Directors' and auditor's reports for the 52-week period ended 1 January 2023

 2     To approve the Directors' Remuneration Report (other than the part containing   68,654,709              99.91%               58,991      0.09%                68,713,700                   54.48          7,242
       the Directors' Remuneration Policy) for the 52-week period ended 1 January
       2023

 3     To approve the Directors' Remuneration Policy (as contained in the Directors'   68,440,949              99.61%               270,711     0.39%                68,711,660                   54.48          9,282
       Remuneration Report for the 52-week period ended 1 January 2023)

 4     To elect Stephen Welker as a Director                                           68,666,592              99.93%               47,000      0.07%                68,713,592                   54.48          7,350

 5     To re-elect Andrew Blurton as a Director                                        68,666,592              99.93%               47,000      0.07%                68,713,592                   54.48          7,350

 6     To re-elect Alan Clark as a Director                                            68,676,657              99.95%               36,935      0.05%                68,713,592                   54.48          7,350

 7     To re-elect David Lis as a Director                                             68,676,657              99.95%               36,935      0.05%                68,713,592                   54.48          7,350

 8     To re-appoint

       Pricewaterhouse-Coopers LLP as auditors of the Company

                                                                                       68,680,218

                                                                                                               99.95%               34,871      0.05%                68,715,089                   54.48          5,853
 9     To authorise the Audit and Risk Committee to fix the remuneration of the
       auditors

                                                                                       68,682,755              99.95%               32,586      0.05%                68,715,341                   54.48          5,601
 10    To authorise the Company and its subsidiaries to make political donations and   48,082,035              69.97%               20,631,527  30.03%               68,713,562                   54.48          7,380
       incur political expenditure

 11    To authorise the Directors to allot shares                                      68,659,959              99.94%               38,855      0.06%                68,698,814                   54.47          22,128

 12    To authorise the Directors to disapply statutory pre-emption rights in respect  52,012,747              99.91%               45,811      0.09%                52,058,558                   41.27          16,662,384
       of the Company's issued share capital

 13    To authorise the Directors to disapply pre-emption rights for purposes of       51,991,551              99.87%               67,007      0.13%                52,058,558                   41.27          16,662,384
       acquisitions or capital investments

 14    To authorise the Company to purchase its own shares                             68,670,038              99.93%               45,312      0.07%                68,715,350                   54.48          5,592

 15    To authorise the Directors to call a general meeting on 14 clear days' notice   68,681,432              99.95%               33,918      0.05%                68,715,350                   54.48          5,592

 

  Notes:

1.    Any proxy arrangement which gave discretion to the Chairman has been
included in the "For" totals.

2.    A "Vote withheld" is not a vote in law and is not counted in the
calculation of the percentage of shares voted "For" or "Against" any
resolution or the total number of votes cast.

3.    The number of shares in issue in the Company on 7(th) June 2023 was
126,127,279. The Company does not hold any shares in treasury.  Shareholders
are entitled to one vote per ordinary share held in the Company.

4.    The Board notes that Resolution 10 (which authorises the Company and
its subsidiaries to make political donations and incur political expenditure)
was passed with 69.97% of votes in favour.  As stated in the Notice of AGM,
it is the Company's policy that it does not make political donations nor incur
political expenditure.  The approval was sought as a renewal of an existing
approval and as a precautionary measure only to guard against any inadvertent
breach of the statutory restrictions, particularly as the Companies Act 2006
includes broad and ambiguous definitions of the terms "political donation" and
"political expenditure".  As stated in the Notice of AGM, the Board confirms
that it has no intention of making any political donations, incurring
political expenditure or entering into party political activities. The
authority is only in respect of expenditure that might inadvertently be termed
as a political donation or political expenditure and is in respect of annual
expenditure up to a total of £50,000. In accordance with the UK Corporate
Governance Code, the Company will publish an update within six months of this
AGM.

5.   Pursuant to Listing Rule 9.6.2, copies of all resolutions, other than
those concerning ordinary business, passed at the AGM today will be submitted
to the National Storage Mechanism and will shortly be available to view at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

6. Results of the poll will also be available shortly to view on the Company's
website at https://www.hostmoregroup.com/results-reports-presentations
(https://www.hostmoregroup.com/results-reports-presentations) .

 

Enquiries

Hostmore plc

Alan Clark, Chief Financial Officer

Email: enquiries@hostmoregroup.com (mailto:enquiries@hostmoregroup.com)

 

Dentons Global Advisors

Jonathon Brill / James Styles     Tel: +44 (0)20 7664 5095

Email: Hostmore@dentonsglobaladvisors.com
(mailto:Hostmore@dentonsglobaladvisors.com)

 

 

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