REG - Paragon Banking Grp - Result of AGM

Paragon BankingAnnouncement

05/03/2025 13:45

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RNS Number : 5026Z  Paragon Banking Group PLC  05 March 2025

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 the Company at Level 25,
20 Fenchurch Street, London, EC3M 3BY.

 

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      156,995,701  99.91%               139,803        0.09%                    157,135,504  77.52%          238,046
 year ended 30 September 2024, the Strategic Report and the Reports of the
 Directors and the Auditor.

 2. To consider and approve the Directors' Remuneration Report for the year       148,182,494  96.99%               4,594,010      3.01%                    152,776,504  75.37%          4,597,046
 ended 30 September 2024, excluding the Directors' Remuneration Policy.

 3. To declare a final dividend of 27.2 pence per ordinary share payable to       157,372,694  100.00%              350            0.00%                    157,373,044  77.63%          506
 holders of ordinary shares registered at the close of business on 7 February
 2025.

 4. To reappoint Robert East as a director of the Company.                        154,683,875  98.29%               2,688,364      1.71%                    157,372,239  77.63%          1,311
 5. To reappoint Nigel Terrington as a director of the Company.                   157,261,584  99.93%               110,113        0.07%                    157,371,697  77.63%          1,852

 6. To reappoint Richard Woodman as a director of the Company.                    154,994,370  98.49%               2,377,328      1.51%                    157,371,698  77.63%          1,852

 7. To reappoint Tanvi Davda as a director of the Company.                        155,468,560  98.79%               1,903,138      1.21%                    157,371,698  77.63%          1,852
 8. To reappoint Peter Hill as a director of the Company.                         157,363,998  100.00%              7,700          0.00%                    157,371,698  77.63%          1,852

 9. To reappoint Zoe Howorth as a director of the Company.                        157,358,457  99.99%               13,241         0.01%                    157,371,698  77.63%          1,852
 10. To reappoint Alison Morris as a director of the Company.                     155,469,895  98.79%               1,901,803      1.21%                    157,371,698  77.63%          1,852

 11. To reappoint Barbara Ridpath as a director of the Company.                   155,805,003  99.00%               1,566,695      1.00%                    157,371,698  77.63%          1,852
 12. To reappoint Hugo Tudor as a director of the Company.                        157,261,727  99.93%               109,971        0.07%                    157,371,698  77.63%          1,852
 13. To reappoint Graeme Yorston as a director of the Company.                    155,473,752  98.79%               1,897,946      1.21%                    157,371,698  77.63%          1,852
 14. To reappoint KPMG LLP as auditor of the Company, to hold office from the     157,079,569  99.88%               189,795        0.12%                    157,269,364  77.58%          104,186
 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.           157,012,760  99.84%               256,502        0.16%                    157,269,262  77.58%          104,288

 16. To authorise political donations and political expenditure.                  154,466,216  99.58%               652,661        0.42%                    155,118,877  76.52%          2,254,673
 17. THAT in respect of remuneration payable to Material Risk Takers for          157,309,230  99.97%               47,321         0.03%                    157,356,551  77.63%          16,999
 services or performance from 1 October 2024, the removal of the limit on
 variable remuneration, previously approved by shareholders, be approved.
 18. THAT the Board is generally and unconditionally authorised to allot shares   156,032,380  99.15%               1,339,772      0.85%                    157,372,152  77.63%          1,398
 in the Company.

 19. THAT the Board be authorised to disapply pre-emption rights on up to five    157,297,236  99.95%               71,816         0.05%                    157,369,052  77.63%          4,498
 percent of the issued share capital (excluding treasury shares).

 20. THAT the Board be authorised to disapply pre-emption rights on an            157,298,371  99.96%               64,418         0.04%                    157,362,789  77.63%          10,761
 additional five percent of the issued share capital (excluding treasury
 shares).

 21. THAT the Company is generally and unconditionally authorised to make         157,168,537  99.98%               30,611         0.02%                    157,199,148  77.55%          174,402
 market purchases.

 22. THAT the Board be authorised to allot shares and grant rights to subscribe   157,142,206  99.86%               226,558        0.14%                    157,368,764  77.63%          4,786
 for or to convert any security into shares in connection with the issue of
 Additional Tier 1 Securities.

 23. THAT the Board be authorised to disapply pre-emption rights in relation to   157,091,968  99.83%               271,362        0.17%                    157,363,330  77.63%          10,220
 the issue of Additional Tier 1 Securities.

 24. THAT a general meeting other than an AGM may be called on not less than 14   152,378,162  96.83%               4,993,449      3.17%                    157,371,611  77.63%          1,939
 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 UKLR 6.4.2, copies of all resolutions passed at the
meeting, other than resolutions concerning ordinary business (being
resolutions numbered 16 - 24), 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 810 427

 

5 March 2025

 

 

 

 

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 3 and 8 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 202,713,688.  This is the figure as at 3 March 2025 and
excludes the number of ordinary shares held in treasury on the Register of
Members as at that date.

(e)       Resolutions 1 to 18 (inclusive) were ordinary resolutions.
Resolutions 19 to 24 (inclusive) were special resolutions.

 

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