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RNS Number : 3219U Record PLC 29 July 2022
RECORD PLC
("Record" or "the Company")
Notification of shareholder resolutions at
2022 Annual General Meeting
in compliance with Listing Rule 9.6.18R
29 July 2022
Record plc held its Annual General Meeting at 10.00 a.m. on 29 July 2021 at
The Office Group - Liberty House, 222 Regent St., London W1B 4NH.
All of the eighteen resolutions set out in the Notice of Annual General
Meeting ("AGM Notice") issued to shareholders on 29 June 2022 were on a poll.
The results of each resolution were as follows:
Votes Votes Total votes Votes Withheld
For
Against
cast
(including Discretionary)
Resolution Number % of votes cast Number of % of votes cast Total number of votes % of Record plc issued ordinary shares Number
of
votes
of
votes
votes
1. To receive and adopt the Annual Report & Accounts of the Company for 118,732,566 100.00% 0 0.00% 118,732,566 59.65% 3,225
the year ended 31 March 2022.
2. To approve the Directors' Remuneration Report (excluding the Directors' 101,461,225 89.91% 11,389,408 10.09% 112,850,633 56.69% 5,885,158
Remuneration Policy) as set out in the Annual Report & Accounts of the
Company.
3. To approve the Directors' Remuneration Policy, set out in the 108,405,754 96.09% 4,405,865 3.91% 112,811,619 56.67% 5,924,172
Directors' Remuration Report as set out in the Annual Report & Accounts of
the Company.
4. To approve and adopt the Record plc Long Term Incentive Plan 117,064,457 98.60% 1,658,255 1.40% 118,722,712 59.64% 13,079
5. To declare a final dividend of 1.80 pence per ordinary 118,732,566 100.00% 0 0.00% 118,732,566 59.65% 3,225
share.
6. To re-elect Neil Record as a director of the Company. 116,983,765 98.53% 1,748,801 1.47% 118,732,566 59.65% 3,225
7. To re-elect Leslie Hill as a director of the Company. 118,732,066 99.99% 500 0.01% 118,732,566 59.65% 3,225
8. To re-elect Steve Cullen as a director of the Company. 118,732,066 99.99% 500 0.01% 118,732,566 59.65% 3,225
9. To re-elect Tim Edwards as a director of the Company 115,373,589 97.72% 2,694,185 2.28% 118,067,774 59.31% 668,017
10. To elect Matt Hotson as a director of the Company. 117,538,386 99.55% 529,388 0.45% 118,067,774 59.31% 668,017
11. To elect Krystyna Nowak as a director of the Company. 118,067,774 100.00% 0 0.00% 118,067,774 59.31% 668,067
12. To re-appoint BDO LLP as Auditor of the Company to hold 118,732,566 100.00% 0 0.00% 118,732,566 59.65% 3,225
office until the conclusion of the next meeting of the Company at which the
accounts are laid.
13. To authorise the directors of the Company to determine 118,732,566 100.00% 0 0.00% 118,732,566 59.65% 3,225
the Auditor's remuneration.
14. To authorise the Directors to allot Ordinary Shares on the terms set out 118,730,453 99.99% 2,113 0.01% 118,732,566 59.65% 3,225
in the AGM Notice.
15. To disapply statutory pre-emption rights on the terms set out in the AGM 118,650,869 99.94% 74,697 0.06% 118,725,566 59.64% 10,225
Notice.
16. To disapply statutory pre-emption rights in connection with an acquisition 117,807,869 99.22% 924,697 0.78% 118,732,566 59.65% 3,225
or other capital investment on the terms set out in the AGM Notice.
17. To authorise the Company to purchase its own shares on the terms set out 118,704,601 99.98% 27,965 0.02% 118,732,566 59.65% 3,225
in the AGM Notice.
18. To permit general meetings 118,675,168 99.95% 57,398 0.05% 118,732,566 59.65% 3,225
of the Company (other than annual general meetings) to be called on not less
than 14 clear days' notice.
VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDERS
Votes Votes Total votes Votes Withheld
For
Against
cast
(including Discretionary)
Resolution Number % of votes cast Number of % of votes cast Total number of votes % of Record plc issued ordinary shares Number
of
votes
of
votes
votes
9. To elect Tim Edwards as a director of the Company. 56,714,015 95.46% 2,694,185 4.54% 59,408,200 29.85 668,017
10. To elect Matt Hotson as a director of the Company. 58,878,812 99.11% 529,388 0.89% 59,408,200 29.85 668,017
11. To elect Krystyna Nowak as a director of the Company. 59,408,200 100.00% 0 0.00% 59,408,200 29.85 668,017
As the Company has a controlling shareholder (as defined in the Financial
Conduct Authority's Listing Rules), the resolutions to elect an independent
director (being resolutions 10 and 11) have, under Listing Rule 9.2.2E, been
approved by a majority of the votes cast by:
· the shareholders of the Company as a whole; and
· the independent shareholders of the Company, that is, all the
shareholders entitled to vote on each resolution excluding the controlling
shareholder.
Note: A "vote withheld" is not a vote in law and is not counted in the
calculation of the proportion of the votes "for" and "against" a resolution.
The number of ordinary shares in issue at the date of this announcement is
199,054,325.
Resolutions 1 to 14 were ordinary resolutions, requiring more than 50 per
cent. of shareholders' votes to be cast in favour of the resolutions.
Resolutions 15 to 18 were special resolutions, requiring at least 75 per cent.
of shareholders' votes to be cast in favour of the resolutions.
A copy of all the resolutions passed at the Annual General Meeting has been
submitted to the Financial Conduct Authority via the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
-Ends -
For further information, please contact:
Record plc
Tel: +44 (0) 1753 852 222
Leslie Hill, Chief Executive Officer
Steve Cullen, Chief Finance Officer
Buchanan
Tel: +44 (0) 20 7466 5000
Giles
Stewart
record@buchanan.uk.com
Victoria Hayns
Henry Wilson
George Beale
Notes to Editors
Record plc
Founded in 1983, Record is an independent, market-leading specialist currency
and derivatives manager with over 38 years of experience which has allowed us
to develop a deep and fundamental understanding of the risk and reward
opportunities within those markets.
Our range of products typically assist our clients in achieving either their
risk-reduction (via Currency Hedging) or return-seeking (via Currency for
Return) objectives.
Our clients are largely institutions, including pension funds, charities,
foundations, endowments, and family offices, as well as other asset managers
and corporates.
Record (LSE: REC) was admitted to trading on the London Stock Exchange on 3
December 2007.
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