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RNS Number : 4015E Shaftesbury Capital PLC 14 May 2026
14 May 2026
SHAFTESBURY CAPITAL PLC (the "Company")
RESOLUTIONS PASSED AT 2026 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company's 2026
Annual General Meeting held on Thursday, 14 May 2026 are set out below.
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 1,511,519,215 100.00% 6,922 0.00% 1,511,526,137 77.12% 12,899,983
Auditors for the year ended 31 December 2025
2. To declare a final cash dividend for the year ended 31 December 2025 of 1,520,325,150 100.00% 30,377 0.00% 1,520,355,527 77.57% 4,070,593
2.10 pence per ordinary share
3. To approve the Directors' remuneration report (other than the part 1,468,805,955 97.28% 41,123,064 2.72% 1,509,929,019 77.04% 14,497,101
containing the Directors' Remuneration Policy) for the year ended 31 December
2025
4. To approve the Directors' Remuneration Policy 1,395,114,731 92.40% 114,813,288 7.60% 1,509,928,019 77.04% 14,498,101
5. To re-elect Jonathan Nicholls as a Director 1,470,094,201 97.90% 31,478,157 2.10% 1,501,572,358 76.61% 22,853,762
6. To re-elect Ian Hawksworth as a Director 1,506,626,648 99.78% 3,328,250 0.22% 1,509,954,898 77.04% 14,471,222
7. To re-elect Situl Jobanputra as a Director 1,509,163,030 99.95% 791,868 0.05% 1,509,954,898 77.04% 14,471,222
8. To elect Sian Westerman as a Director 1,500,824,209 99.40% 9,126,825 0.60% 1,509,951,034 77.04% 14,475,086
9. To re-elect Richard Akers as a Director 1,479,708,627 98.00% 30,241,553 2.00% 1,509,950,180 77.04% 14,475,940
10. To re-elect Ruth Anderson as a Director Resolution withdrawn(1)
11. To elect Madeleine Cosgrave as a Director 1,479,220,238 97.96% 30,734,152 2.04% 1,509,954,390 77.04% 14,471,730
12. To re-appoint PricewaterhouseCoopers LLP as Auditors 1,378,876,010 90.69% 141,476,161 9.31% 1,520,352,171 77.57% 4,073,949
13. To authorise the Audit Committee of the Board to determine the Auditor's 1,492,660,457 98.18% 27,695,070 1.82% 1,520,355,527 77.57% 4,070,593
remuneration
14. To authorise the Company and all companies that are its subsidiaries to 1,402,252,484 92.24% 117,971,233 7.76% 1,520,223,717 77.56% 4,202,403
make political donations not exceeding £20,000 in total
15. To authorise the Directors to offer newly issued shares instead of cash in 1,472,775,587 97.53% 37,227,352 2.47% 1,510,002,939 77.04% 14,423,181
respect of any dividends declared
16. To approve the rules of the Share Award Plan and authorise the Directors 1,450,782,371 96.08% 59,168,954 3.92% 1,509,951,325 77.04% 14,474,795
to carry the Share Award Plan into effect
17. To authorise the Directors to allot the unissued share capital up to a 1,341,696,727 88.85% 168,297,283 11.15% 1,509,994,010 77.04% 14,432,110
specified amount (s.551 of the Companies Act 2006)
18. Special Resolution: To disapply pre-emption provisions of s.561(1) of the 1,363,982,234 90.33% 146,010,282 9.67% 1,509,992,516 77.04% 14,433,604
Companies Act 2006 up to the extent specified
19. Special Resolution: To disapply pre-emption provisions of s.561(1) of the 1,301,183,385 86.17% 208,812,837 13.83% 1,509,996,222 77.04% 14,429,898
Companies Act 2006 up to the additional extent specified
20. Special Resolution: To authorise the Company to purchase its own shares 1,519,509,870 99.99% 197,888 0.01% 1,519,707,758 77.54% 4,718,362
21. Special Resolution: To allow general meetings (other than an AGM) to be 1,444,469,397 95.66% 65,534,724 4.34% 1,510,004,121 77.04% 14,421,999
called on not less than 14 clear days' notice
(1) As announced on 22 April 2026, Resolution 10 was withdrawn as Ms Anderson
stepped down as a Non-Executive Director and Audit Committee Chair at the
conclusion of the 2026 Annual General Meeting.
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: 1,959,945,611 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. The 128,350,793 ordinary shares will not vote whilst they are
held by a group entity. On average 77.15% (1,512,182,838 ordinary shares) of
the total number of voting rights voted. The percentage of shares voted once
the above-mentioned shares have been excluded was approximately 82.56%.
In accordance with 6.4.2 of the UK 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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