REG - Paragon Banking Grp - Result of AGM

Paragon BankingAnnouncement

02/03/2022 12:30

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RNS Number : 3965D  Paragon Banking Group PLC  02 March 2022

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 at the offices of UBS AG London Branch, 5
Broadgate, London, EC2M 2QS.  Shareholders were also able to fully
participate in the AGM remotely via a live webcast.

 

All resolutions were passed on a poll and the polling results for each
resolution are set out below:

 

 Resolutions                                                                      Votes        % of Votes Cast For  Votes Against  % of Votes Cast Against  Votes        % of ISC Voted   Votes

Withheld
                                                                                  For                                                                       Total
 1. To receive and consider the Company's Annual Report and Accounts for the      190,913,699  100.00%              8,579          0.00%                    190,922,278  77.21%          344,581
 year ended 30 September 2021, the Strategic Report and the Reports of the
 Directors and the Auditor.

 2. To consider and approve the Directors' Remuneration Report for the year       186,403,903  97.48%               4,825,862      2.52%                    191,229,765  77.33%          39,027
 ended 30 September 2021, excluding the Directors' Remuneration Policy.

 3. To declare a final dividend of 18.9 pence per ordinary share payable to       191,266,344  100.00%              1,499          0.00%                    191,267,843  77.35%          949
 holders of ordinary shares registered at the close of business on 28 January
 2022.

 4. To reappoint Fiona Clutterbuck as a director of the Company.                  168,654,541  98.39%               2,752,249      1.61%                    171,406,790  69.32%          19,862,002

 5. To reappoint Nigel Terrington as a director of the Company.                   191,067,003  99.90%               195,585        0.10%                    191,262,588  77.35%          6,204

 6. To reappoint Richard Woodman as a director of the Company.                    190,426,350  99.56%               836,238        0.44%                    191,262,588  77.35%          6,204

 7. To reappoint Peter Hill as a director of the Company.                         191,253,986  100.00%              8,602          0.00%                    191,262,588  77.35%          6,204

 8. To reappoint Alison Morris as a director of the Company.                      191,079,689  99.90%               182,855        0.10%                    191,262,544  77.35%          6,248

 9. To reappoint Barbara Ridpath as a director of the Company.                    190,996,547  99.86%               265,997        0.14%                    191,262,544  77.35%          6,248

 10. To reappoint Hugo Tudor as a director of the Company.                        189,568,081  99.78%               418,636        0.22%                    189,986,717  76.83%          1,282,075
 11. To reappoint Graeme Yorston as a director of the Company.                    190,996,791  99.86%               265,797        0.14%                    191,262,588  77.35%          6,204
 12. To reappoint KPMG LLP as auditor of the Company, to hold office from the     191,219,795  99.98%               47,094         0.02%                    191,266,889  77.35%          1,903
 conclusion of this meeting until the conclusion of the next general meeting at
 which Accounts are laid before the members.

 13. To authorise the directors to fix the remuneration of the auditor.           190,993,139  99.86%               272,803        0.14%                    191,265,942  77.35%          2,850

 14. To authorise political donations and political expenditure.                  190,350,901  99.52%               909,657        0.48%                    191,260,558  77.34%          8,234
 15. THAT the Board is generally and unconditionally authorised to allot shares   190,392,842  99.55%               863,558        0.45%                    191,256,400  77.34%          12,392
 in the Company.

 16. THAT, the Board be authorised to disapply pre-emption rights on up to five   191,169,250  99.95%               86,650         0.05%                    191,255,900  77.34%          12,892
 percent of the issued share capital (excluding treasury shares).

 17. THAT, the Board be authorised to disapply pre-emption rights on an           176,571,306  92.32%               14,688,166     7.68%                    191,259,472  77.34%          9,320
 additional five percent of the issued share capital (excluding treasury
 shares).

 18. THAT the Company is generally and unconditionally authorised to make         190,911,135  99.95%               90,121         0.05%                    191,001,256  77.24%          267,536
 market purchases.

 19. THAT, the Board be authorised to allot shares and grant rights to            191,203,904  99.97%               55,378         0.03%                    191,259,282  77.34%          9,510
 subscribe for or to convert any security into shares in connection with the
 issue of Additional Tier 1 Securities.

 20. THAT, the Board be authorised to disapply pre-emption rights in relation     191,165,854  99.95%               93,428         0.05%                    191,259,282  77.34%          9,510
 to the issue of Additional Tier 1 Securities.

 21. THAT a general meeting other than an annual general meeting may be called    187,676,958  98.12%               3,590,875      1.88%                    191,267,833  77.35%          949
 on not less than 14 clear days' notice.

 

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 - 21) 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

 

2 March 2022

 

 

 

 

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 1, 3 and 7 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 247,283,675.  This is the figure as at 28 February 2022
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 21 (inclusive) were special resolutions.

 

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