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REG - Renishaw PLC - Result of AGM

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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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