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REG - Rotork PLC - Result of AGM

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RNS Number : 9223J  Rotork PLC  29 April 2022

29 April 2022

Rotork Plc

('the Company' or 'Rotork')

2022 Annual General Meeting - Poll Results

The Company's 2022 Annual General Meeting ('AGM') was held today at Bailbrook
House Hotel, Eveleigh Avenue, London Road West, Bath, BA1 7JD.  All
resolutions proposed to the meeting were decided on by a poll and were passed.

Resolutions 1 to 16 were each passed as an ordinary resolution (requiring a
simple majority) and resolutions 17 to 21 were each passed as a special
resolution (requiring at least a 75% majority).

The following table summarises the final poll result for each resolution:

 Resolution                                                                        For (2)                     Against(2)                  Total Votes Cast        No. of Votes withheld(3)
             No. of Shares                                                         %            No. of Shares  %            No. of Shares  %
 1.          To receive the 2021 Annual Report and audited accounts                736,110,184  99.99          77,330       0.01           736,187,514  85.56%     566,157
 2.          To declare a final dividend of 4.05p per ordinary share               736,590,497  99.98          155,354      0.02           736,745,851  85.63%     10,171
 3.          To approve the Directors' Remuneration Report                         723,419,471  98.89          8,098,411    1.11           731,517,882  85.02%     5,236,581
 4.          To re-elect AC Andersen as a director                                 588,174,246  79.89          148,038,163  20.11          736,212,409  85.57%     502,044
 5.          To re-elect TR Cobbold as a director                                  728,356,448  98.93          7,891,160    1.07           736,247,608  85.57%     506,855
 6.          To re-elect JM Davis as a director                                    732,770,735  99.53          3,475,274    0.47           736,246,009  85.57%     498,454
 7.          To re-elect PG Dilnot as a director                                   726,552,285  98.96          7,651,816    1.04           734,204,101  85.33%     2,550,362
 8.          To elect KT Huynh as a director                                       734,474,703  99.76          1,730,666    0.24           736,205,369  85.57%     549,094
 9.          To re-elect MJ Lamb as a director                                     721,969,037  98.06          14,286,405   1.94           736,255,442  85.57%     500,580
 10.         To elect KFS Meurk-Harvey as a director                               734,358,310  99.74          1,889,298    0.26           736,247,608  85.57%     506,855
 11.         To re-elect JE Stipp as a director                                    728,396,704  98.93          7,849,660    1.07           736,246,364  85.57%     508,099
 12.         To re-appoint Deloitte LLP as Auditor of the Company                  734,351,137  99.98          181,851      0.02           734,532,988  85.37%     2,223,034
 13.         To authorise the Audit Committee to determine Auditor's remuneration  736,352,256  99.98          161,298      0.02           736,513,554  85.60%     242,468
 14.         Authority to make political donations                                 718,361,938  97.63          17,463,316   2.37           735,825,254  85.52%     930,768
 15.         Authority for the directors to allot shares                           636,169,485  86.42          99,975,942   13.58          736,145,427  85.56%     610,595
 16.         Authority to adopt new rules of the Rotork Share Incentive Plan       734,771,088  99.76          1,790,412    0.24           736,561,500  85.61%     194,522
 17.         General authority to dis-apply pre-emption rights*                    734,622,910  99.79          1,561,168    0.21           736,184,078  85.56%     445,469
 18.         Authority to dis-apply pre-emption rights for acquisitions / capital  726,507,715  98.72          9,393,327    1.28           735,901,042  85.53%     854,188
             investments*
 19.         Authority to purchase own ordinary shares*                            736,140,371  99.96          290,249      0.04           736,430,620  85.59%     208,927
 20.         Authority to purchase own preference shares*                          733,296,942  99.57          3,137,991    0.43           736,434,933  85.59%     204,614
 21.         Authority to reduce notice period for general meetings*               603,342,109  83.47          119,498,243  16.53          722,840,352  84.01%     13,915,670

*Passed as a special resolution

The Board of Rotork plc is pleased to note that all resolutions were passed at
today's AGM and welcomes the continued support of the Company's shareholders
for all the resolutions proposed.

The Board notes the result of resolution 4 relating to the re-election of Ann
Christin Andersen. The Board believes that she continues to discharge her role
at Rotork plc effectively. However, the Board takes seriously the results of
the AGM and will engage with shareholders to understand and discuss their
concerns regarding over-boarding and will publish an update on that
consultation within six months of the AGM.

Notes:

 

1.    The total votes cast in favour of each resolution include those
giving the Chairman discretion.

 

2.   Votes "For" and "Against" are expressed as a percentage of votes
received with percentages rounded to two decimal places.

 

3.    A "vote withheld" is not a vote in law and is not counted in the
calculation of the votes "for" or "against" a resolution.

 

4.    The total number of ordinary 0.5p shares in issue on 29 April 2022
was 860,395,781 with no shares being held in treasury. The total number of
voting rights in respect of these ordinary shares was 860,395,781 with each
ordinary share having one vote.

5.    In accordance with Listing Rule 9.6.2, a copy of each of all
resolutions passed by the Company, other than those resolutions concerning
ordinary business, will be submitted to the UK Listing Authority and made
available for inspection from the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

6.   A copy of this announcement has been posted on the Company's website at
www.rotork.com/investors/index/agm (http://www.rotork.com/investors/index/agm)
.

7.    Legal Entity Identifier: 213800AH5RZIHGWRJ718

 

 Enquiries:

 Rotork plc                                                    Tel:  +44 (0)1225 733 200

 Stuart Pain, Group General Counsel & Company  Secretary

 Andrew Carter, Investor Relations Director

 

 FTI Consulting

 Nick Hasell/Susanne Yule  Tel:  + 44 (0)20 3727 1340

 

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