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RNS Number : 9863K TClarke PLC 11 May 2022
TClarke plc
("the Company")
Result of Annual General Meeting ("AGM")
11 May 2022
The Company announces the result of voting on the resolutions at its Annual
General Meeting ("AGM") held on Wednesday 11 May 2022, as set out in the AGM
notice.
A poll was held on each of the resolutions and all resolutions were duly
passed by the required majority. Resolutions 1 to 14 were passed as ordinary
resolutions, and resolutions 15 to 18 were special resolutions.
The results of the poll were as follows:
Ordinary Resolutions Votes % Votes against % Total Votes withheld
for votes
1. To receive and adopt the Annual Report and Financial Statements 2021
11,111,586 99.95% 5,190 0.5% 11,116,776 0
2. To approve the Directors' Remuneration Report
11,044,882 99.50% 55,814 0.5% 11,100,696 16,080
3. To approve the final
dividend 11,116,776 100% 0 0.00% 11,116,776 0
4. To re-elect Mike Crowder as a Director
11,098,958 99.86% 15,597 0.14% 11,114,555 2,221
5. To re-elect Mark Lawrence as a Director
11,103,194 99.88% 13,582 0.12% 11,116,776 0
6. To re-elect Trevor Mitchell as a Director
11,095,989 99.86% 15,597 0.14% 11,111,586 5,190
7. To re-elect Peter Maskell as a Non-Executive Director
11,095,783 99.88% 13,582 0.12% 11,109,365 7,411
8. To re-elect Iain McCusker as a Non-Executive Director
11,082,768 99.74% 28,818 0.26% 11,111,586 5,190
9. To elect Jonathan Hook as a Non-Executive Director
11,095,983 99.88% 13,382 0.12% 11,109,365 7,411
10. To elect Aysegul Sabanci as a Non-Executive Director
11,080,690 99.74% 28,675 0.26% 11,109,365 7,411
11. To re-appoint PricewaterhouseCoopers LLP as auditors
11,052,265 99.62% 41,934 0.38% 11,094,199 22,577
12. To authorise the Audit Committee to fix the auditor's remuneration
11,073,010 99.80% 21,996 0.2% 11,095,006 21,770
13. To make political donations not exceeding £10,000 in total
10,934,189 98.47% 170,411 1.53% 11,104,600 12,176
14. To authorise the Directors to allot securities in accordance with
Section 551 of the Companies Act 2006
10,987,412 98.90% 121,784 1.10% 11,109,196 16,580
Special Resolutions Votes % Votes against % Total Votes withheld
for Votes
15. To authorise the Directors to allow shares and securities pursuant to
Section 570 of the Companies Act 2006
10,956,063 98.57% 158,492 1.43% 11,114,555 2,221
16. To authorise the Directors to allow shares and securities pursuant to
Section 570 of the Companies Act 2006 in relation to acquisitions or other
capital investments
10,996,021 98.93% 118,534 1.07% 11,114,555 2,221
17. To authorise TClarke plc to make market purchases of its own ordinary
shares
11,003,738 99.04% 106,848 0.96% 11,110,586 6,190
18. To authorise the calling of a general meeting of the Company (not being
an annual general meeting) by notice of at least 14 clear days
11,017,759 99.12% 98,017 0.88% 11,115,776 1,000
Notes:
1. All resolutions were passed on a show of hands.
2. Proxy votes which gave discretion to the Chair of the AGM have been
included in the 'For' total of the appropriate resolution.
3. A 'Vote Withheld' is not a vote in law and is not counted in the
calculation of the proportion of the votes 'For' and 'Against' any resolution
nor in the calculation of the proportion of 'Total issued share capital
instructed' for any resolution.
4. Votes 'For' and 'Against' any resolution are expressed as a percentage
of votes validly cast for that resolution.
5. At the close of business on 4 May 2022 the total number of ordinary
shares in issue was 44,002,794 and at that time, the Company did not hold any
shares in treasury.
6. The full text of all the resolutions passed at the AGM can be obtained
from the Notice of AGM, which is available on the Company's website at
www.tclarke.co.uk (http://www.tclarke.co.uk)
In accordance with UK Listing Rule 9.6.2 copies of all the resolutions passed,
other than ordinary business, have been submitted to the National Storage
Mechanism and will shortly be available for inspection via the National
Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
-ends-
For further information contact:
TClarke plc
Mark Lawrence - Group Chief Executive
Trevor Mitchell - Financial Director
Tel: 020 7997 7400
www.tclarke.co.uk (http://www.tclarke.co.uk)
Cenkos Securities plc (corporate Broker)
Ben Jeynes (Corporate Finance)
Alex Pollen (Sales)
Tel: 020 7397 8900
RMS Partners
Simon Courtenay
Tel: 020 3735 6551
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