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RNS Number : 8473J Shaftesbury Capital PLC 22 May 2025
22 May 2025
SHAFTESBURY CAPITAL PLC (the "Company")
RESOLUTIONS PASSED AT 2025 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company's 2025
Annual General Meeting held on Thursday, 22 May 2025 are as follows:
Resolutions For: % Against: % Total votes cast (excluding withheld): % of issued share capital Withheld:
1. To receive the Accounts and reports of the Directors and the 1,483,505,967 99.96 587,609 0.04 1,484,093,576 75.98% 10,054,367
Auditor for the year ended 31 December 2024
2. To declare a final cash dividend for the year ended 31 December 2024 1,494,051,292 100.00 38,909 0.00 1,494,090,201 76.50% 57,742
of 1.80 pence per ordinary share
3. To approve the Directors' Remuneration Report (other than the part 1,434,573,784 96.69 49,105,673 3.31 1,483,679,457 75.96% 10,468,486
containing the Directors' Remuneration Policy) for the year ended 31 December
2024
4. To re-elect Jonathan Nicholls as a Director 1,382,380,297 93.17 101,290,147 6.83 1,483,670,444 75.96% 10,477,499
5. To re-elect Ian Hawksworth as a Director 1,483,574,475 99.99 95,969 0.01 1,483,670,444 75.96% 10,477,499
6. To re-elect Situl Jobanputra as a Director 1,481,828,070 99.88 1,796,044 0.12 1,483,624,114 75.96% 10,523,829
7. To re-elect Richard Akers as a Director 1,421,822,924 95.83 61,801,080 4.17 1,483,624,004 75.96% 10,523,939
8. To re-elect Ruth Anderson as a Director 1,439,578,972 97.03 44,044,634 2.97 1,483,623,606 75.96% 10,524,337
9. To elect Madeleine Cosgrave as a Director 1,483,596,504 100.00 30,210 0.00 1,483,626,714 75.96% 10,521,229
10. To elect Sian Westerman as a Director 1,482,329,987 99.91 1,296,727 0.09 1,483,626,714 75.96% 10,521,229
11. To re-appoint PricewaterhouseCoopers LLP as Auditor 1,365,807,923 91.42 128,212,780 8.58 1,494,020,703 76.49% 127,240
12. To authorise the Audit Committee of the Board to determine the Auditor's 1,469,352,108 98.35 24,713,655 1.65 1,494,065,763 76.49% 82,180
remuneration
13. To authorise the Directors to allot the unissued share capital up to a 1,348,043,397 90.86 135,667,823 9.14 1,483,711,220 75.96% 10,436,723
specified amount (s.551 of the Companies Act 2006)
14. Special Resolution: To disapply pre-emption provisions of s.561(1) of the 1,390,357,402 93.71 93,349,067 6.29 1,483,706,469 75.96% 10,441,474
Companies Act 2006 up to the extent specified
15. Special Resolution: To disapply pre-emption provisions of s.561(1) of the 1,322,131,245 89.36 157,443,861 10.64 1,479,575,106 75.75% 14,572,837
Companies Act 2006 up to the additional extent specified
16. Special Resolution: To authorise the Company to purchase its own shares 1,493,554,050 99.99 107,174 0.01 1,493,661,224 76.47% 486,719
17. Special Resolution: To allow general meetings (other than an AGM) to be 1,402,524,447 94.53 81,187,993 5.47 1,483,712,440 75.96% 10,435,503
called on not less than 14 clear days' notice
Notes:
1. Any proxy appointments which gave discretion to the Chairman have
been included in the 'For' total.
2. A vote 'Withheld' is not a vote in law and is not counted in the
calculation of the proportion of the votes for or against a resolution.
3. The total issued share capital and total number of voting rights
is: 1,953,178,138 ordinary shares. Every shareholder has one vote for every
ordinary share held. This figure includes 128,350,793 ordinary shares held by
a Group entity, of which 127,008,786 are held as security under the terms of
the £275 million exchangeable bond. The 128,350,793 ordinary shares will not
vote whilst they are held by a group entity (the "Security Shares"). On
average 76.07% (1,485,869,541 ordinary shares) of the total number of voting
rights voted. The percentage of shares voted once the Security Shares have
been excluded was approximately 81.43%.
In accordance with 6.4.2 of the Listing Rules, copies of the resolutions
passed at the Annual General Meeting, other than resolutions concerning
ordinary business, will be 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) .
Enquiries:
Ruth Pavey
Company Secretary
Shaftesbury Capital PLC
Tel: +44 (0) 20 3214 9150
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