REG - Paragon Banking Grp - Result of AGM

Paragon BankingAnnouncement

06/03/2024 13:45

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RNS Number : 8670F  Paragon Banking Group PLC  06 March 2024

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 Computershare Investor
Services PLC, Moor House, 3(rd) Floor, 120 London Wall, London, EC2Y 5ET.

 

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      175,371,020  100.00%               7,674         0.00%                    175,378,694  81.72%           253,700
 year ended 30 September 2023, the Strategic Report and the Reports of the
 Directors and the Auditor.

 2. To consider and approve the Directors' Remuneration Report for the year       166,004,920  95.81%               7,256,290      4.19%                    173,261,210  80.73%           2,371,184
 ended 30 September 2023, excluding the Directors' Remuneration Policy.

 3. To declare a final dividend of 26.4 pence per ordinary share payable to       175,631,800  100.00%               594           0.00%                    175,632,394  81.83%           -
 holders of ordinary shares registered at the close of business on 1 February
 2024.

 4. To appoint Zoe Howorth as a director of the Company.                          175,619,503  99.99%                11,835        0.01%                    175,631,338  81.83%           1,056

 5. To reappoint Robert East as a director of the Company.                        171,579,738  97.69%               4,052,132      2.31%                    175,631,870  81.83%           524
 6. To reappoint Nigel Terrington as a director of the Company.                   175,526,141  99.94%                105,742       0.06%                    175,631,883  81.83%           511

 7. To reappoint Richard Woodman as a director of the Company.                    172,950,874  98.47%               2,679,537      1.53%                    175,630,411  81.83%           1,942

 8. To reappoint Tanvi Davda as a director of the Company.                        173,482,980  98.78%               2,148,748      1.22%                    175,631,728  81.83%           666
 9. To reappoint Peter Hill as a director of the Company.                         175,620,546  99.99%                11,285        0.01%                    175,631,831  81.83%           563

 10. To reappoint Alison Morris as a director of the Company.                     173,279,579  98.66%               2,352,343      1.34%                    175,631,922  81.83%           472

 11. To reappoint Barbara Ridpath as a director of the Company.                   173,488,285  98.78%               2,143,443      1.22%                    175,631,728  81.83%           666
 12. To reappoint Hugo Tudor as a director of the Company.                        173,961,386  99.05%               1,670,538      0.95%                    175,631,924  81.83%           470
 13. To reappoint Graeme Yorston as a director of the Company.                    173,275,682  98.66%               2,356,240      1.34%                    175,631,922  81.83%           472
 14. To reappoint KPMG LLP as auditor of the Company, to hold office from the     175,503,508  99.93%                120,466       0.07%                    175,623,974  81.83%           8,420
 conclusion of this meeting until the conclusion of the next general meeting at
 which Accounts are laid before the members.

 15. To authorise the directors to fix the remuneration of the auditor.           175,604,023  99.99%                23,330        0.01%                    175,627,353  81.83%           5,041

 16. To authorise political donations and political expenditure.                  172,193,251  99.55%                785,317       0.45%                    172,978,568  80.60%           2,653,826
 17. THAT the Board is generally and unconditionally authorised to allot shares   173,199,771  98.62%               2,431,937      1.38%                    175,631,708  81.83%           686
 in the Company.

 18. THAT, subject to the passing of Resolution 17, the Board be authorised to    175,539,749  99.95%                92,102        0.05%                    175,631,851  81.83%           543
 disapply pre-emption rights on up to five percent of the issued share capital
 (excluding treasury shares).

 19. THAT, subject to the passing of Resolution 17, the Board be authorised to    175,419,804  99.88%                212,079       0.12%                    175,631,883  81.83%           511
 disapply pre-emption rights on an additional five percent of the issued share
 capital (excluding treasury shares).

 20. THAT the Company is generally and unconditionally authorised to make         175,350,780  99.98%                27,099        0.02%                    175,377,879  81.71%           254,515
 market purchases.

 21. THAT, the Board be authorised to allot shares and grant rights to            175,373,593  99.86%                252,322       0.14%                    175,625,915  81.83%           6,479
 subscribe for or to convert any security into shares in connection with the
 issue of Additional Tier 1 Securities.

 22. THAT, subject to the passing of Resolution 21, the Board be authorised to    175,441,350  99.89%                190,533       0.11%                    175,631,883  81.83%           511
 disapply pre-emption rights in relation to the issue of Additional Tier 1
 Securities.

 23. THAT a general meeting other than an annual general meeting may be called    171,175,099  97.46%               4,457,074      2.54%                    175,632,173  81.83%           221
 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,
https://www.paragonbankinggroup.co.uk (https://www.paragonbankinggroup.co.uk)
and at the National Storage Mechanism,
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(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 16 - 23) will shortly be available for inspection at the
National Storage Mechanism,
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

Enquiries:

 

Carolyn Sharpe - Deputy Company Secretary

07984 810427

 

6 March 2024

 

 

 

 

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 and 3 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 214,622,103.  This is the figure as at 4 March 2024 and
excludes the number of ordinary shares held in treasury on the Register of
Members as at that date.

(e)       Resolutions 1 to 17 (inclusive) were ordinary resolutions.
Resolutions 18 to 23 (inclusive) were special resolutions.

 

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