REG - Paragon Banking Grp - Result of AGM

Paragon BankingAnnouncement

24/02/2021 11:25

RNS Number : 2084Q
  
Paragon Banking Group PLC
  
24 February 2021
  
 

Paragon Banking Group PLC:
Result of Annual General Meeting
 
The Annual General Meeting ("AGM") of Paragon Banking Group PLC (the "Company") was held today at 9.00am.  All resolutions were passed on a poll and the polling results for each resolution are set out below:
 



Resolutions


Votes 
For


% of Votes Cast For


Votes Against


% of Votes Cast Against


Votes 
Total


% of ISC Voted


 Votes

Withheld  




1. To receive and consider the Company's Annual Report and Accounts for the year ended 30 September 2020, the Strategic Report and the Reports of the Directors and the Auditor.
 


210,735,021


99.99


30,241


0.01


210,765,262


82.09


380,628




2. To consider and approve the Directors' Remuneration Report for the year ended 30 September 2020, excluding the Directors' Remuneration Policy.
 


202,448,059


98.01


4,110,792


1.99


206,558,851


80.46


4,587,039




3. To declare a final dividend of 14.4 pence per ordinary share payable to holders of ordinary shares registered at the close of business on 29 January 2021.
 


211,145,420


100.00


0


0.00


211,145,420


82.24


471




4. To appoint Peter Hill as a director of the Company.
 


211,134,324


100.00


7,710


0.00


211,142,034


82.24


3,857




5. To appoint Alison Morris as a director of the Company.
 


211,134,824


100.00


7,210


0.00


211,142,034


82.24


3,857




6. To reappoint Fiona Clutterbuck as a director of the Company.
 


210,806,872


99.86


299,011


0.14


211,105,883


82.23


40,008




7. To reappoint Nigel Terrington as a director of the Company.
 


210,837,890


99.91


198,789


0.09


211,036,679


82.20


109,212




8. To reappoint Richard Woodman as a director of the Company.
 


210,225,974


99.57


916,080


0.43


211,142,054


82.24


3,837




9. To reappoint Barbara Ridpath as a director of the Company.
 


210,843,705


99.86


298,249


0.14


211,141,954


82.24


3,937




10. To reappoint Hugo Tudor as a director of the Company.


210,844,455


99.86


297,599


0.14


211,142,054


82.24


3,837




11. To reappoint Graeme Yorston as a director of the Company.


210,843,175


99.86


298,879


0.14


211,142,054


82.24


3,837




12. To reappoint KPMG LLP as auditor of the Company, to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which Accounts are laid before the members.
 


211,134,320


100.00


9,806


0.00


211,144,126


82.24


1,765




13. To authorise the directors to fix the remuneration of the auditor.
 


211,135,398


100.00


8,426


0.00


211,143,824


82.24


2,067




14. To authorise political donations and political expenditure.


208,492,835


99.69


642,046


0.31


209,134,881


81.46


2,008,010




15. THAT the Board is generally and unconditionally authorised to allot shares in the Company.
 


210,348,001


99.63


788,270


0.37


211,136,271


82.24


5,970




16. THAT, the Board be authorised to disapply pre-emption rights on up to five percent of the issued share capital (excluding treasury shares).
 


211,044,884


99.96


93,276


0.04


211,138,160


82.24


4,731




17. THAT, the Board be authorised to disapply pre-emption rights on an additional five percent of the issued share capital (excluding treasury shares).
 


194,485,014


92.11


16,650,355


7.89


211,135,369


82.24


7,521




18. THAT the Company is generally and unconditionally authorised to make market purchases.
 


210,762,138


99.94


116,052


0.06


210,878,190


82.14


267,700




19. THAT, the Board be authorised to allot shares and grant rights to subscribe for or to convert any security into shares in connection with the issue of Additional Tier 1 Securities.
 


211,050,222


99.96


87,233


0.04


211,137,455


82.24


5,435




20. THAT, the Board be authorised to disapply pre-emption rights in relation to the issue of Additional Tier 1 Securities.
 


210,979,561


99.93


143,659


0.07


211,123,220


82.23


19,670




21. THAT a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.
 


206,680,942


97.89


4,463,874


2.11


211,144,816


82.24


1,075




22. THAT the articles of association be adopted as the articles of association of the Company in substitution for, and to the exclusion of, the existing articles of association.


210,491,581


99.71


610,036


0.29


211,101,617


82.23


41,274




23. THAT the Company and its subsidiaries be authorised to apply a ratio of the variable to fixed components of remuneration for those individuals who are classified as Remuneration Code Staff of up to 2:1.


210,822,471


99.88


256,434


0.12


211,078,905


82.22


66,985



 
The full text of all of the resolutions can be found in the Notice of Annual General Meeting which is available for viewing at the Company's website, www.paragonbankinggroup.co.uk and at the National Storage Mechanism, https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
 
In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed at the meeting concerning special business (being resolutions numbered 14 - 23) will shortly be available for inspection at the National Storage Mechanism, https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
 
Enquiries:
 
Carolyn Sharpe - Senior Assistant Company Secretary
07984 810427
 
24 February 2021
 
 
 
Notes:
 
(a)       The votes "For" include those votes giving the Chair of the Board discretion.
(b)       A vote "Withheld" is not counted towards the votes cast "For" or "Against" a resolution.
(c)       For resolutions 4, 5, 12 and 13 as the results are reported to two decimal places the percentage of votes "For" is shown as 100.00% and "Against" as 0.00% as there were insufficient votes lodged "Against" to register.
(d)       The issued share capital figure used to calculate the percentage voted is 256,735,396.  This is the figure as at 22 February 2021 and excludes the number of ordinary shares held in treasury on the Register of Members as at that date.
(e)       Resolutions 1 to 15 (inclusive) were ordinary resolutions.  Resolutions 16 to 22 (inclusive) were special resolutions.  Resolution 23 was subject to special procedural rules.
 

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