REG - TClarke PLC - Result of AGM

TclarkeAnnouncement

10/05/2023 11:45

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RNS Number : 9708Y  TClarke PLC  10 May 2023

 

 

TClarke plc

("the Company")

Result of Annual General Meeting ("AGM")

 

 

10 May 2023

 

 

The Company announces the result of voting on the resolutions at its Annual
General Meeting ("AGM") held on Wednesday 10 May 2023, 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 15 were passed as ordinary
resolutions, and resolutions 16 to 19 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 2022

                                                                              13,373,276   99.94%   7,500           0.06%   13,380,776   0
 2.   To approve the Directors' Remuneration Policy

                                                                              13,263,712   99.21%   106,029         0.79%   13,369,741   11,035
 3.   To approve the Directors' Remuneration Report

                                                                              13,266,519   99.23%   103,222         0.77%   13,369,741   11,035
 4.   To approve the final

 dividend                                                                     13,380,776   100%     0               0.00%   13,380,776   0
 5.   To re-elect Mike Crowder as a Director

                                                                              13,334,854   99.66%   45,766          0.34%   13,380,620   156
 6.   To re-elect Mark Lawrence as a Director

                                                                              13,316,285   99.52%   64,335          0.48%   13,380,620   156
 7.   To re-elect Trevor Mitchell as a Director

                                                                              13,316,787   99.52%   63,833          0.48%   13,380,620   156
 8.   To re-elect Peter Maskell as a Non-Executive Director

                                                                              13,300,131   99.41%   78,268          0.59%   13,378,399   2,377
 9.   To re-elect Iain McCusker as a Non-Executive Director

                                                                              13,271,848   99.19%   108,772         0.81%   13,380,620   156
 10.  To re-elect Jonathan Hook as a Non-Executive Director

                                                                              13,332,131   99.65%   46,268          0.35%   13,378,399   2,377
 11.  To re-elect Aysegul Sabanci as a Non-Executive Director

                                                                              13,329,912   99.64%   48,487          0.36%   13,378,399   2,377
 12.  To re-appoint Mazars LLP as auditors

                                                                              13,300,776   99.43%   76,779          0.57%   13,377,555   3,221
 13.  To authorise the Audit Committee to fix the auditor's remuneration

                                                                              13,298,992   99.40%   79,784          0.60%   13,378,776   2,000
 14.  To make political donations not exceeding £10,000 in total

                                                                              13,188,500   98.70%   174,272         1.30%   13,362,772   18,004
 15.  To authorise the Directors to allot securities in accordance with
 Section 551 of the Companies Act 2006

                                                                              13,294,870   99.37%   83,685          0.63%   13,378,555   2,221

 

 

 

 

 

 

 

 

 

 Special Resolutions                                                            Votes        %        Votes against   %       Total        Votes withheld

                                                                                for                                           Votes
 16.  To authorise the Directors to allow shares and securities pursuant to
 Section 570 of the Companies Act 2006

                                                                                13,265,501   99.15%   113,054         0.85%   13,378,555   2,221
 17.  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

                                                                                13,262,550   99.13%   116,005         0.87%   13,378,555   2,221
 18.  To authorise TClarke plc to make market purchases of its own ordinary
 shares

                                                                                13,294,854   99.36%   85,922          0.64%   13,380,776   0
 19.  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

                                                                                13,304,577   99.43%   76,199          0.57%   13,380,776   0

 

 

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 5 May 2023 the total number of ordinary
shares in issue was 44,101,443 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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