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RNS Number : 1430I Renishaw PLC 30 November 2022
Renishaw plc (the "Company")
Results of Annual General Meeting 2022
All resolutions proposed at the Annual General Meeting ("AGM") held on 30
November 2022 were duly passed on a poll. Resolutions 1 to 15 were passed as
ordinary resolutions and resolution 16 was passed as a special resolution. The
result of the poll is as follows:
Resolution Votes For % Votes Against % Votes Total % of ISC(1) Voted Excl Withheld Votes Withheld(2)
1. Receive the Annual Report 2022 61,785,967 98.47 963,187 1.53 62,749,154 86.21% 946,475
2. Approve the Remuneration Report 60,623,585 96.23 2,377,891 3.77 63,001,476 86.55% 694,153
3. Amend the Remuneration Policy 62,310,706 98.90 689,939 1.10 63,000,645 86.55% 694,984
4. Increase the Directors' fees 63,231,878 99.29 451,891 0.71 63,683,769 87.49% 11,860
5. Declare a final dividend 63,695,142 100.00 87 0.00 63,695,229 87.51% 400
6. Re-elect David McMurtry as a director 44,711,842 70.25 18,935,999 29.75 63,647,841 87.44% 47,889
7. Re-elect John Deer as a director 47,191,603 74.14 16,456,238 25.86 63,647,841 87.44% 47,889
8. Re-elect Will Lee as a director 63,266,457 99.34 418,598 0.66 63,685,055 87.49% 10,675
9. Re-elect Allen Roberts as a director 62,525,389 98.77 777,713 1.23 63,303,102 86.97% 392,527
10. Re-elect Catherine Glickman as a director 61,398,775 97.46 1,601,475 2.54 63,000,250 86.55% 695,379
11. Re-elect David Grant as a director 61,009,234 96.28 2,354,214 3.72 63,363,448 87.05% 332,181
12. Elect Juliette Stacey as a director 63,669,090 99.98 14,526 0.02 63,683,616 87.49% 12,013
13. Elect Stephen Wilson as a director 63,570,529 99.82 112,937 0.18 63,683,466 87.49% 12,163
14. Re-appoint Ernst & Young LLP as auditors 63,301,764 99.39 390,645 0.61 63,692,409 87.50% 3,220
15. Authorise the Audit Committee to determine the auditors' remuneration 63,686,835 99.99 5,911 0.01 63,692,746 87.50% 2,883
16. Authorise the Company to purchase its own shares(3) 62,155,445 97.61 1,519,608 2.39 63,675,053 87.48% 20,576
(1) Issued Share Capital.
(2) A vote withheld is not a vote in law and is not counted towards votes cast
"For" or "Against" a resolution.
(3) Special resolution requiring 75% majority.
Votes of independent shareholders on the resolutions concerning the election
or re-election of the independent Non-executive Directors
10. Re-elect Catherine Glickman as a director 22,945,516 93.48 1,601,475 6.52 24,546,991 71.49% 695,379
11. Re-elect David Grant as a director 22,555,975 90.55 2,354,214 9.45 24,910,189 72.55% 332,181
12. Elect Juliette Stacey as a director 25,215,831 99.94 14,526 0.06 25,230,357 73.48% 12,013
13. Elect Stephen Wilson as a director 25,117,270 99.55 112,937 0.45 25,230,207 73.48% 12,163
In accordance with Listing Rule 9.2.2E, resolutions 10 to 13 inclusive were
approved by: (a) the shareholders of the Company; and (b) the independent
shareholders of the Company.
The total voting rights of the Company on the day on which shareholders had to
be on the register in order to be eligible to vote was 72,788,543.
In accordance with Listing Rule 9.6.2R, a copy of resolution 16, which was
passed as a special resolution, has been submitted to 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) .
The Board is pleased that the majority of resolutions were passed with a high
level of support from shareholders. The Board has considered the votes against
resolutions 6, the re-election of Sir David McMurtry (29.75%) and 7, the
re-election of John Deer (25.86%).
To better understand the reasoning behind the votes against, the Board has
considered the voting recommendation reports of proxy voting agencies and
voting intentions of shareholders where these were made available to the
Company before the 2022 AGM. Engagement with shareholders has also taken place
both before and during the AGM with the ability to submit questions via email
and receive answers before the proxy voting deadline, and dedicated Question
& Answer sessions during the AGM, at our webcasts and Investor Day.
The Board will continue to engage with shareholders to further understand
their views on this and any other significant matters of concern to
shareholders. An update statement will be released within six months,
outlining what developments have taken place to further understand the
reasoning behind the votes against.
Renishaw plc
30 November 2022
Registered office: New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
Registered number: 01106260, England and Wales
Contact name: Jacqueline Conway
Contact telephone: 01453 524524
www.renishaw.com (http://www.renishaw.com)
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