REG - RHI Magnesita N.V. - Result of AGM 2023

RHI Magnesita NVAnnouncement

24/05/2023 16:15

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RNS Number : 5533A  RHI Magnesita N.V.  24 May 2023

RHI Magnesita N.V.

("RHI Magnesita" or the "Company")

 

Result of the Annual General Meeting 2023 ("AGM")

 

Following the AGM held today, 24 May 2023, RHI Magnesita announces that each
of the voting resolutions set out in the Notice of Meeting to Shareholders,
dated 12 April 2023, were passed by the requisite majority. A poll was held on
each of the resolutions proposed. The results of the poll, incorporating
proxy votes lodged in advance of the meeting, are set out below:

 

 Resolutions                                                                      Votes for   % of votes cast  Votes against  % of votes cast  Total votes validly cast  Total votes cast as a % of the relevant shares in issue  Number of votes withheld
 Resolution 3                                                                     36,135,258  99.98            7,021          0.02

 To adopt the annual accounts for the financial year ended 31 December 2022                                                                    36,262,449                77.13%                                                   120,170

 Resolution 4                                                                     36,261,949  100.00           500            0.00             36,262,449                77.13%                                                   0

 To declare a final dividend of €1.10 per share for the financial year ended
 31 December 2022
 Resolution 5                                                                     36,194,375  99.98                           0.02             36,262,449                77.13%

 To release the directors from liability for the exercise of their respective                                  7,021                                                                                                              61,053
 duties during the financial year 2022

 Resolution 6. a.                                                                 35,260,175  97.24            1,001,874      2.76             36,262,449                77.13%                                                   400

 To re-elect S. Borgas
 Resolution 6. b.                                                                 35,967,999  99.19            294,050        0.81             36,262,449                77.13%                                                   400

 To re-elect I. Botha
 Resolution 7. a.                                                                 31,107,981  85.83            5,133,725      14.17            36,262,449                77.13%                                                   20,743

 To re-elect H. Cordt
 Resolution 7. b.                                                                 35,681,549  98.40            580,500        1.60             36,262,449                77.13%                                                   400

 To re-elect J. Ramsay
 Resolution 7. c.                                                                 36,028,965  99.54            166,242        0.46             36,262,449                77.13%                                                   67,242

 To re-elect J Ashdown
 Resolution 7. d.                                                                 34,964,196  96.42            1,297,853      3.58             36,262,449                77.13%                                                   400

 To re-elect D. Schlaff
 Resolution 7. e.                                                                 34,964,196  96.42            1,297,853      3.58             36,262,449                77.13%                                                   400

 To re-elect S.O.L.B Prinz zu Sayn-Wittgenstein- Berleburg
 Resolution 7. f.                                                                 36,215,056  99.87            46,993         0.13             36,262,449                77.13%                                                   400

 To re-elect J. Brown
 Resolution 7. g.                                                                 35,898,979  99.00            363,070        1.00             36,262,449                77.13%                                                   400

 To re-elect K. Sevelda
 Resolution 7. h.                                                                 36,216,266  99.87            45,783         0.13             36,262,449                77.13%                                                   400

 To re-elect M-H. Ametsreiter
 Resolution 7. i.                                                                 32,847,071  90.58            3,414,978      9.42             36,262,449                77.13%                                                   400

 To re-elect W. Ruttenstorfer
 Resolution 8                                                                     36,194,561  100.00           746            0.00             36,262,449                77.13%                                                   67,142

 To re-appoint PricewaterhouseCoopers Accountants N.V. as the Company´s
 auditor for the financial year 2023
 Resolution 9                                                                     35,339,783  97.57            881,190        2.43             36,262,449                77.13%                                                   41,476

 To approve, as an advisory vote, the Directors' Remuneration Report (excluding
 the Directors' Remuneration Policy) for the period ended 31 December 2022
 Resolution 10                                                                    36,261,485  100.00           964            0.00             36,262,449                77.13%                                                   0

 To establish the proposed remuneration of the Non-Executive Directors
 Resolution 11                                                                    31,827,589  87.77            4,434,860      12.23            36,262,449                77.13%                                                   0

 To amend the Articles of Association of the Company
 Resolution 12                                                                    35,935,686  99.10            326,763        0.90             36,262,449                77.13%                                                   0

 To approve the adoption and operation of the RHI Magnesita Long Term Incentive
 Plan
 Resolution 13                                                                    35,966,064  99.18            296,385        0.82             36,262,449                77.13%                                                   0

 Authority to issue ordinary shares or grant rights to acquire ordinary shares
 Resolution 14                                                                    34,865,250  96.15            1,394,409      3.85             36,262,449                77.13%                                                   2,790

 Limited disapplication of pre-emption rights.
 Resolution 15                                                                    34,702,541  95.71            1,557,208      4.29             36,262,449                77.13%                                                   2,700

 Authority to limit or exclude pre-emptive rights
 Resolution 16                                                                    36,187,197  99.81            67,588         0.19             36,262,449                77.13%                                                   7,664

 Authority to acquire shares in the Company or depositary receipts of such
 shares.
 Resolution 17                                                                    36,261,803  100.00           646            0.00             36,262,449                77.13%                                                   0

 Authority to cancel any or all shares held in treasury or to be acquired

 

Notes:

1.    Resolutions 1 and 2 were non-voting resolutions and are therefore not
included in the table above.

2.    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
47,017,695.

3.    A "Vote withheld" is not a vote in law and is not counted in the
calculation of the % of shares voted "For" or "Against" a resolution.

4.    In accordance with LR 9.6.2, copies of any resolutions passed as
special business will be submitted to the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

5.    These results will also shortly be available on the Company's website
at https://ir.rhimagnesita.com/ (https://ir.rhimagnesita.com/)

 

For further enquiries, please contact:

 

Sally Caswell, Company Secretary

Tel: +43 699 1870 6345

E-mail: sally.caswell@rhimagnesita.com (mailto:sally.caswell@RHIMagnesita.com)

 

Chris Bucknall, Head of Investor Relations

Tel: +43 699 1870 6490

E‐mail: chris.bucknall@rhimagnesita.com
(mailto:chris.bucknall@rhimagnesita.com)

 

 

About RHI Magnesita

RHI Magnesita is the leading global supplier of high-grade refractory
products, systems and solutions which are critical for high-temperature
processes exceeding 1,200°C in a wide range of industries, including steel,
cement, non-ferrous metals and glass. With a vertically integrated value
chain, from raw materials to refractory products and full performance-based
solutions, RHI Magnesita serves customers around the world, with around 13,500
employees in 33 main production sites and more than 70 sales offices. RHI
Magnesita intends to leverage its leadership in terms of revenue, scale,
product portfolio and diversified geographic presence to target strategically
those countries and regions benefitting from more dynamic economic growth
prospects.

The Group maintains a premium listing on the Official list of the London Stock
Exchange (symbol: RHIM) and is a constituent of the FTSE 250 index, with a
secondary listing on the prime segment of the Vienna Stock Exchange (Wiener
Börse). For more information please visit: www.rhimagnesita.com
(http://www.rhimagnesita.com/) .

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