REG - Smiths Group PLC - Result of AGM & Directorate Change

SmithsAnnouncement

16/11/2022 13:45

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RNS Number : 6604G  Smiths Group PLC  16 November 2022

16 NOVEMBER 2022

SMITHS GROUP PLC

 

RESULT OF AGM & DIRECTORATE CHANGE

 

Smiths Group plc (the 'Company') announces that the following resolutions were
duly passed at the Company's Annual General Meeting ('AGM') which was held at
11:00am on 16 November 2022. The results of the poll vote for each resolution
are as follows:

 

                                                                                      VOTES        % OF VOTES CAST FOR  VOTES       % OF VOTES CAST AGAINST  VOTES        VOTES CAST AS A % OF ISC  VOTES

FOR
AGAINST
TOTAL
WITHHELD
 1     Receive and adopt the Company's audited Annual Report & Accounts for year      286,912,710  99.87                360,806     0.13                     287,273,516  81.00%                    6,814,324
       ended 31 July 2022
 2     Approval of Directors' Remuneration Report                                     282,175,313  96.01                11,719,764  3.99                     293,895,077  82.86%                    192,763
 3     Declare a final dividend of 27.3p per share                                    294,051,979  100.00               5,034       0.00                     294,057,013  82.91%                    30,827
 4     Election of Richard Howes as a Director                                        292,705,864  99.88                344,233     0.12                     293,050,097  82.63%                    1,037,743
 5     Election of Clare Scherrer as a Director                                       291,306,032  99.07                2,737,509   0.93                     294,043,541  82.91%                    44,299
 6     Re-election of Sir George Buckley as a Director                                290,828,102  98.91                3,206,370   1.09                     294,034,472  82.90%                    53,368
 7     Re-election of Pam Cheng as a Director                                         292,688,129  99.54                1,342,479   0.46                     294,030,608  82.90%                    57,232
 8     Re-election of Dame Ann Dowling as a Director                                  293,621,341  99.86                417,626     0.14                     294,038,967  82.90%                    48,873
 9     Re-election of Karin Hoeing as a Director                                      292,701,956  99.54                1,339,667   0.46                     294,041,623  82.91%                    46,217
 10    Re-election of Paul Keel as a Director                                         293,876,862  99.95                154,638     0.05                     294,031,500  82.90%                    56,340
 11    Re-election of William Seeger as a Director                                    292,397,741  99.45                1,627,437   0.55                     294,025,178  82.90%                    62,662
 12    Re-election of Mark Seligman as a Director                                     288,953,064  98.27                5,080,326   1.73                     294,033,390  82.90%                    54,450
 13    Re-election of Noel Tata as a Director                                         248,977,199  84.96                44,065,277  15.04                    293,042,476  82.62%                    1,045,364
 14    Re-appointment of KPMG LLP as auditor                                          293,026,433  99.65                1,017,630   0.35                     294,044,063  82.91%                    43,777
 15    Authority for Audit & Risk Committee to determine the remuneration of the      294,019,642  99.99                18,404      0.01                     294,038,046  82.90%                    49,794
       auditors.
 16    Authority to Directors to allot shares                                         276,220,870  95.28                13,687,411  4.72                     289,908,281  81.74%                    4,179,559
 17    Authority to disapply pre-emption rights                                       282,760,894  96.16                11,295,351  3.84                     294,056,245  82.91%                    31,595
 18    Additional authority to disapply pre-emption rights                            269,283,281  91.58                24,771,176  8.42                     294,054,457  82.91%                    33,383
 19    Authority to make market purchases of shares                                   293,023,577  99.65                1,033,449   0.35                     294,057,026  82.91%                    30,814
 20    Authority to call general meetings other than Annual General Meetings on not   263,063,357  89.77                29,986,586  10.23                    293,049,943  82.63%                    1,037,656
       less than 14 clear days' notice
 21    Authority to make political donations and expenditure                          285,769,712  98.45                4,491,389   1.55                     290,261,101  81.84%                    3,826,739

 

Notes

As at 6.30 p.m. on 14 November 2022, the Company's issued share capital
consisted of 354,671,355 ordinary shares of 37.5p. The Company does not hold
any ordinary shares in the capital of the Company in treasury, and therefore,
the total voting rights in the Company as at the voting record time were
354,671,355.

 

Shareholders are entitled to one vote per share. Votes withheld are not a vote
in law and are therefore not counted in the calculation of the percentages of
the votes cast for and against a resolution. Where shareholders appointed the
Chairman as their proxy with discretion as to voting, their votes were cast in
favour of the resolutions and their shares have been included in the "votes
for" column.

 

Resolutions 1 to 16 and 21 were passed as ordinary resolutions and resolutions
17 to 20 (inclusive) were passed as special resolutions.

 

In accordance with Listing Rule 9.6.2 copies of the resolutions (other than
those resolutions comprising ordinary business) approved by shareholders will
be uploaded to the National Storage Mechanism and will be available for
inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

A copy of the voting results shown above will also be made available on the
Company's website at www.smiths.com/investors/general-meetings
(http://www.smiths.com/investors/general-meetings) .

DIRECTORATE CHANGE

 

As previously communicated Tanya Fratto did not seek re-election as a director
at the AGM and as a result retired as a director of the Company at the
conclusion of the AGM.

 

Sir George Buckley, Chairman, commented:

 

"On behalf of the Board, Management and our Shareholders, I would like to
thank Tanya for her significant contribution and commitment to Smiths during
her time on the Board".

 

There is no further information required to be disclosed pursuant to LR
9.6.13.

 

Enquiries

Jemma Spalton, Group Director of Communications and Investor Relations

+44 (0)20 7004 1600

Jemma.spalton@smiths.com (mailto:Jemma.spalton@smiths.com)

 

Matthew Whyte, Company Secretary

+44 (0)20 7004 1600

Matthew.whyte@smiths.com (mailto:Matthew.whyte@smiths.com)

 

Smiths Group plc's LEI number is: 213800MJL6IPZS3ASA11

 

About Smiths Group

For over 170 years, Smiths Group has been pioneering progress by improving the
world through smarter engineering. We serve millions of people every year, to
help create a safer, more efficient and better-connected world, across four
major global markets:  Energy, General Industry, Security & Defence, and
Aerospace. Listed on the London Stock Exchange, Smiths employs c.14,600
colleagues in over 50 countries. For more information visit www.smiths.com
(http://www.smiths.com) .

 

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