REG - TClarke PLC - Result of AGM

TclarkeAnnouncement

29/05/2024 14:45

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RNS Number : 3233Q  TClarke PLC  29 May 2024

 

29 May 2024

 

TClarke plc

 ("the Company")

 

Result of Annual General Meeting ("AGM")

 

The Company announces the result of voting on the resolutions at its Annual
General Meeting ("AGM") held on 29 May 2024.

 

A poll was held on each of the AGM 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 AGM polls were as follows:

 

 Ordinary Resolutions                                                         Votes        %        Votes against   %       Total        Votes withheld

                                                                              for                                           votes
 1.   To receive and adopt the Annual Report and Financial Statements 2023

                                                                              20,848,586   99.23%   162,715         0.77%   21,011,301   51,832
 2.   To approve the Directors' Remuneration Report

                                                                              20,708,161   98.92%   226,624         1.08%   20,934,785   128,348
 3.   To approve the final

 dividend                                                                     20,941,506   99.42%   121,627         0.58%                0

                                                                                                                            21,063,133
 4.   To re-elect Mike Crowder as a Director

                                                                              20,661,111   98.71%   270,945         1.29%   20,932,056   131,077
 5.   To re-elect Mark Lawrence as a Director

                                                                              20,691,446   98.84%   242,675         1.16%   20,934,121   129,012
 6.   To re-elect Trevor Mitchell as a Director

                                                                              20,663,176   98.71%   270,945         1.29%   20,934,121   129,012
 7.   To re-elect Peter Maskell as a Non-Executive Director

                                                                              20,668,368   98.74%   263,532         1.26%   20,931,900   131,233
 8.   To re-elect Iain McCusker as a Non-Executive Director

                                                                              20,611,993   98.46%   322,128         1.54%   20,934,121   129,012
 9.   To re-elect Jonathan Hook as a Non-Executive Director

                                                                              20,692,368   98.86%   239,532         1.14%   20,931,900   131,233
 10.  To re-elect Aysegul Sabanci as a Non-Executive Director

                                                                              20,668,293   98.73%   265,828         1.27%   20,934,121   129,012
 11.  To re-appoint Mazars LLP as auditors

                                                                              20,782,894   98.99%   212,492         1.01%   20,995,386   67,747
 12.  To authorise the Audit Committee to fix the auditor's remuneration

                                                                              20,766,393   99.15%   177,126         0.85%   20,943,519   119,614
 13.  To make political donations not exceeding £10,000 in total                                                            20,981,778

                                                                              20,499,565   97.70%   482,213         2.30%                81,355
 14.  To authorise the Directors to allot securities in accordance with
 Section 551 of the Companies Act 2006

                                                                              20,619,033   98.45%   325,081         1.55%   20,944,114   119,019

 

 

 

 

 

                                                                                                                      %

 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

                                                                                20,588,095   98.30%   355,314         1.70%   20,943,409   119,724
 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

                                                                                20,589,382   98.33%   350,027         1.67%   20,939,409   123,724
 17.  To authorise TClarke plc to make market purchases of its own ordinary
 shares

                                                                                20,731,558   98.74%   265,057         1.26%   20,996,615   66,518
 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

                                                                                20,809,328   99.05%   198,930         0.95%   21,008,258   54,875

 

 

Notes:

1.   The resolution vote was conducted by poll.

2.   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.

3.   Votes 'For' and 'Against' any resolution are expressed as a percentage
of votes validly cast for that resolution.

4.   At the Voting Record Time, the total number of TClarke Shares in issue
was 52,877,376 and at that time, the Company did not hold any TClarke Shares
in treasury. At the Voting Record Time, the Wider Regent Group held 11,366,407
TClarke Shares. Accordingly, the total number of Scheme Shares was 41,510,969
at the Voting Record Time.

5.   The scrutineer of the poll was Link Group.

6.   The detailed voting results in relation to the Annual General Meeting
have been summarised in this Announcement and this Announcement will be posted
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)

 

 

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)

 

Cavendish Capital Markets Limited (Financial Adviser and Corporate Broker to
the Company)

Ben Jeynes / Hamish Waller (Corporate Finance)

Dale Bellis / Andrew Burdis (Sales and ECM)

Tel: 020 7397 8900

 www.cavendish.com (http://www.cavendish.com)

 

RMS Partners

Simon Courtenay

Tel: 020 3735 6551

 

 

 

 

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