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RNS Number : 7390P Volution Group plc 11 December 2024
Wednesday 11 December 2024
Volution Group plc
Results of Annual General Meeting
Volution Group plc ("Volution", the "Group" or the "Company", LSE: FAN), a
leading international designer and manufacturer of energy efficient indoor air
quality solutions, announces that all resolutions put to the Annual General
Meeting ("AGM") held at 12:00 noon on 11 December 2024 were duly passed on a
poll. The results of the poll, incorporating the proxy votes lodged in advance
of the meeting, are set out in the table below.
Resolution FOR (1) AGAINST WITHHELD (2) % OF TOTAL VOTES IN FAVOUR
Number of votes % of votes cast Number of votes % of votes cast Number of votes
01 Annual Report and Accounts 172,027,478 100.00 378 0.00 280,026 100.00
02 Directors' Remuneration Report 167,296,534 97.09 5,008,420 2.91 2,928 97.09
03 Final dividend 172,306,580 100.00 378 0.00 924 100.00
04 Re-elect Nigel Lingwood 161,763,659 93.88 10,543,299 6.12 924 93.88
05 Re-elect Ronnie George 171,921,688 99.78 385,270 0.22 924 99.78
06 Re-elect Andy O'Brien 171,271,177 99.40 1,035,240 0.60 1,465 99.40
07 Re-elect Jonathan Davis 169,439,032 98.34 2,867,385 1.66 1,465 98.34
08 Re-elect Amanda Mellor 169,752,400 98.52 2,554,017 1.48 1,465 98.52
09 Re-elect Claire Tiney 167,842,568 97.41 4,464,390 2.59 924 97.41
10 Appoint auditor 170,942,097 99.21 1,363,398 0.79 2,387 99.21
11 Remuneration of auditor 172,290,875 100.00 5,170 0.00 1,837 100.00
12 Authority to make political donations 170,246,500 98.83 2,018,458 1.17 32,924 98.83
13 Authority to allot shares 160,287,892 93.02 12,019,066 6.98 924 93.02
14(3) General Authority to disapply pre-emption rights 154,741,367 89.81 17,557,591 10.19 8,924 89.81
15(3) Additional Authority to disapply pre-emption rights 135,691,343 78.90 36,278,408 21.10 338,131 78.90
16(3) Authority to make market purchase of own shares 170,511,601 99.21 1,365,071 0.79 431,210 99.21
17(3) Authority to call a general meeting on 14 clear days' notice 161,718,669 93.85 10,588,289 6.15 924 93.85
The Board notes that whilst Resolutions 14 and 15 (disapplication of
pre-emption rights) were passed with the requisite majority, for the
purposes of the UK Corporate Governance Code (the "Code") more than 20% of the
votes cast were not in favour of Resolution 15.
The Board notes that this resolution reflects the Pre-Emption Group Guidelines
published in 2022 (the "Guidelines") but acknowledges that shareholders may
apply their own policies in relation to the disapplication of pre-emption
rights which may differ from the Guidelines. In accordance with the Code, the
Board will engage with shareholders to better understand the reason behind
this voting outcome and will provide an update within six months of the Annual
General Meeting.
Notes:
1. Any proxy appointments giving discretion to the Chairman of the Meeting
have been included in the "For" totals above.
2. A vote "Withheld" is not a vote in law and is not counted in the
calculation of the votes "For" or "Against" a resolution.
3. Indicates Special Resolutions requiring a 75% majority to be passed.
4. The Company's total ordinary shares in issue as at 10 December 2024,
was 200,000,000 ordinary shares of 1 pence each, of which 1,965,923 ordinary
shares are held as Treasury Shares. Therefore, the total voting rights are
198,034,077 ordinary shares (ordinary shareholders are entitled to one vote
per ordinary share held).
5. The proxy votes received, amount to 87.01% of the total voting rights.
6. Percentages are rounded to two decimal places.
Copies of the resolutions passed (other than those concerning ordinary
business) will shortly be submitted 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)
The Notice of Annual General Meeting 2024 together with the Annual Report and
Accounts 2024 can be found on the Company's website at:
www.volutiongroupplc.com (http://www.volutiongroupplc.com)
- ends -
Enquiries:
Volution Group plc
Fiona Smith, Company Secretary
Legal Entity Identifier: 213800EPT84EQCDHO768
Notes to Editors:
Volution Group plc (LSE: FAN) is a leading international designer and
manufacturer of energy efficient indoor air quality solutions. Volution
Group comprises 29 key brands across three regions:
UK: Vent-Axia, Manrose, Diffusion, National Ventilation, Airtech, Breathing
Buildings, Torin-Sifan.
Continental Europe: Fresh, PAX, VoltAir, Kair, Air Connection, Rtek, inVENTer,
Ventilair, ClimaRad, ERI Corporation, VMI, I-Vent.
Australasia: Simx, Ventair, Manrose, DVS, Fantech, Ideal Air, NCS Acoustics,
Air Design, Major Air, Systemaire, Burra Steel.
For more information, please go to: www.volutiongroupplc.com
(http://www.volutiongroupplc.com)
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