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RNS Number : 0843G Serco Group PLC 24 April 2025
Legal Entity Identifier: 549300PT2CIHYN5GWJ21
Serco Group plc (the Company)
Result of Annual General Meeting and Director Declaration
The Company announces the results of its Annual General Meeting (AGM) held at
10am today.
All resolutions were passed by the requisite majority on a poll; resolutions 1
to 7 and 11 as ordinary resolutions and resolutions 8 to 10, 12 and 13 as
special resolutions. The number of votes cast was 77.70% of the issue share
capital (excluding treasury shares).
The following table set out the votes that were cast in respect of the
resolutions:
Resolution Total votes For(1) % Total votes Against % Total votes cast Votes Withheld(2)
1. To receive the Annual Report and Accounts 794,558,219 100.00 25,336 0.00 794,583,555 939,502
2. To approve the Directors' Remuneration Report* 629,520,973 79.39 163,427,440 20.61 792,948,413 2,579,534
3. To declare the Final Dividend of 2.82 pence per share 795,509,245 100.00 2,624 0.00 795,511,869 11,188
4(a) To elect Victoria Hull as a Director 794,789,721 99.91 696,700 0.09 795,486,421 36,636
4(b) To elect Anthony Kirby as a Director 794,504,488 99.88 984,253 0.12 795,488,741 34,316
4(c) To re-elect John Rishton as a Director 757,606,711 95.24 37,876,970 4.76 795,483,681 39,376
4(d) To re-elect Nigel Crossley as a Director 791,253,970 99.47 4,234,549 0.53 795,488,519 34,538
4(e) To re-elect Kirsty Bashforth as a Director 783,509,248 98.49 11,979,271 1.51 795,488,519 34,538
4(f) To re-elect Kru Desai as a Director 790,296,064 99.35 5,183,066 0.65 795,479,130 43,927
4(g) To re-elect Ian El-Mokadem as a Director 791,244,105 99.47 4,240,023 0.53 795,484,128 38,929
4(h) To re-elect Tim Lodge as a Director 789,135,282 99.20 6,350,064 0.80 795,485,346 37,416
4(i) To re-elect Dame Sue Owen as a Director 790,235,017 99.34 5,254,302 0.66 795,489,319 33,738
4(j) To re-elect Lynne Peacock as a Director 782,144,464 98.32 13,339,057 1.68 795,483,521 39,536
5. To appoint Ernst & Young LLP as auditor of the Company 794,992,527 99.94 502,106 0.06 795,494,633 28,424
6. To authorise the Audit Committee to determine auditor's remuneration 795,414,519 99.99 78,892 0.01 795,493,411 29,646
7. To authorise Directors to allot shares 760,029,634 95.54 35,481,930 4.46 795,511,564 11,493
8. To disapply statutory pre-emption rights (first disapplication resolution) 763,647,071 96.00 31,811,176 4.00 795,458,247 64,810
9. To disapply pre-emption rights(additional disapplication resolution) 743,016,181 93.41 52,445,266 6.59 795,461,447 61,610
10. To authorise the Company to purchase its own shares 791,609,569 99.72 2,257,493 0.28 793,867,062 1,655,995
11. To authorise political donations 766,751,642 96.65 26,586,631 3.35 793,338,273 2,184,786
12. To authorise the convening of a general meeting (other than an AGM) on not 776,762,177 97.73 18,028,485 2.27 794,790,662 732,395
less than 14 clear days' notice
13. To approve the adoption of the Articles of Association 795,429,105 99.99 56,117 0.01 795,485,222 37,835
produced to the meeting in substitution for, and to the
exclusion of, the Company's existing articles of association
NOTES:
1. 'Total Votes For' include votes recorded as at the discretion of the
appointed proxy.
2. The 'Vote Withheld' option was provided to enable shareholders to refrain
from voting on any particular resolution. A vote withheld is not a
vote in law and has not been counted in the calculation of the
proportion of the vote 'For' and 'Against' a resolution.
3. As at the record date of the AGM (22 April 2025 at 6.30pm), the issued
share capital of the Company was 1,023,855,243 ordinary shares (excluding
treasury shares).
4. The full text of the resolutions is detailed in the Notice of Meeting which
can be found on the Company's website
https://www.serco.com/investors/shareholder-information
(https://www.serco.com/investors/shareholder-information)
A copy of the special business resolutions passed at the AGM has been
submitted to the UK Listing Authority and will shortly be available for
inspection at the UK Listing Authority's National Storage Mechanism which is
located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
*The Company acknowledges that whilst a significant majority of shareholders
voted in favour of Resolution 2 (the Directors' Remuneration Report), the
overall vote in favour was marginally below 80 per cent. The Board regularly
engages with shareholders and has already commenced dialogue with them on this
topic; the Company will continue to consult with shareholders to understand
the reason behind the result. The Company will provide an update on the views
received from shareholders including any actions deemed necessary, within six
months of today's meeting.
Director Declaration
The Company also confirms that Lynne Peacock will step down as Chair of the
Remuneration Committee and will be succeeded by Victoria Hull with effect from
1 May 2025. Lynne will continue to serve as the Senior Independent Director
and a member of the Audit Committee.
Nickesha Graham-Burrell
Group Company Secretary
24 April 2025
For further information please contact:
Jamie Hastings, Group Head of Investor Relations, tel: +44 (0) 7718 195 074 or
email: jamie.hastings@serco.com
Scot Marchbank, Group Communications and Marketing Director, tel: +44 (0) 7958
675 706 or email: scot.marchbank@serco.com
About Serco
Serco brings together the right people, the right technology and the right
partners to create innovative solutions that make positive impact and address
some of the most urgent and complex challenges facing the modern world. With
a primary focus on serving governments globally, Serco's services are powered
by more than 50,000 people working across defence, space, migration, justice,
healthcare, mobility and customer services. Serco's core capabilities include
service design and advisory, resourcing, complex programme management, systems
integration, case management, engineering, and asset & facilities
management. Underpinned by Serco's unique operating model, Serco drives
innovation and supports customers from service discovery through to delivery.
More information can be found at www.serco.com (http://www.serco.com) .
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