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REG - Wise PLC - Result of AGM

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RNS Number : 7568E  Wise PLC  18 September 2024

18 September 2024

 

 

 

Wise plc

(the "Company")

 

Publication of AGM Results

 

Following its Annual General Meeting ("AGM") held today, the Company announces
the results of the poll vote for each of the resolutions as set out in the
Notice of the AGM.

Resolutions 1 to 15 were passed as ordinary resolutions.

Resolutions 16 to 19 were passed as special resolutions.

The results of the poll for each resolution are as follows:

 Resolution                                                                     Votes for      For (% of shares voted)  Votes against  Against (% of shares voted)  Total number of votes*  % of ISC voted*  Votes withheld***
 1.     To receive the 2024 Annual Report and Accounts ("ARA")                  2,335,378,094  100.00                   61,845         0.00                         2,335,439,939           86.48%           5,977,777
 2.     To approve the Directors' Remuneration Report                           2,288,396,422  97.80                    51,499,233     2.20                         2,339,895,655           86.64%           1,522,060
 3.     To approve the Directors' Remuneration Policy                           2,139,972,965  91.64                    195,308,693    8.36                         2,335,281,658           86.47%           6,136,057
 4.     To re-appoint PwC LLP as auditors to the Company                        2,337,449,983  99.83                    3,898,316      0.17                         2,341,348,299           86.70%           69,416
 5.     To authorise the Directors to determine the Company auditors'           2,340,219,438  99.95                    1,130,308      0.05                         2,341,349,746           86.70%           67,969
 remuneration
 6.     To re-elect David Bolling Wells as Director                             2,298,104,258  98.15                    43,228,510     1.85                         2,341,332,768           86.70%           84,948
 7.     To re-elect Kristo Käärmann as Director                                 2,318,797,594  99.04                    22,570,969     0.96                         2,341,368,563           86.70%           49,153
 8.     To re-elect Elizabeth Grace Chambers as Director                        2,303,904,215  98.48                    35,494,664     1.52                         2,339,398,879           86.62%           2,018,837
 9.     To re-elect Terri Lynn Duhon as Director                                2,337,657,834  99.93                    1,748,170      0.07                         2,339,406,004           86.62%           2,011,712
 10.  To re-elect Clare Elizabeth Gilmartin as Director                         2,336,966,163  99.90                    2,433,159      0.10                         2,339,399,322           86.62%           2,018,394
 11.  To re-elect Alastair Michael Rampell as Director                          2,339,582,649  99.93                    1,750,416      0.07                         2,341,333,065           86.70%           84,651
 12.  To re-elect Hooi Ling Tan as Director                                     2,338,837,494  99.89                    2,495,696      0.11                         2,341,333,190           86.70%           84,526
 13.  To re-elect Ingo Jeroen Uytdehaage as Director                            2,304,751,919  98.44                    36,583,829     1.56                         2,341,335,748           86.70%           81,968
 14.  To authorise the Company to make political donations                      2,319,421,496  99.28                    16,853,053     0.72                         2,336,274,549           86.51%           5,143,167
 15.  To authorise the Directors to allot class A ordinary shares               2,312,929,410  98.79                    28,433,692     1.21                         2,341,363,102           86.70%           54,614
 16.  To authorise the Directors to disapply statutory pre-emption rights**     2,324,961,325  99.31                    16,255,223     0.69                         2,341,216,548           86.69%           201,168
 17.  To disapply pre-emption rights in the event of an acquisition             2,288,279,449  97.74                    52,937,005     2.26                         2,341,216,454           86.69%           201,262
 transaction or other capital investment**
 18.  To authorise the Company to purchase its own class A ordinary shares**    2,336,032,058  99.78                    5,046,230      0.22                         2,341,078,288           86.69%           339,428
 19.  To authorise the Directors to call general meetings on not less than 14   2,311,460,866  98.73                    29,676,940     1.27                         2,341,137,806           86.69%           279,910
 clear days' notice**

 

* In accordance with the Company's Articles of Association, Kristo
Käärmann's voting rights have been capped to one vote below 50% of the total
votes eligible to be cast in respect of any shareholder resolution.
Accordingly, when calculating the total exercisable voting rights for the 2024
AGM, the Company's percentage of issued share capital voted has been reduced
proportionately as explained below.

The Company's issued share capital consists of 1,025,000,252 class A ordinary
shares of £0.01, each carrying one vote ("Class A Shares") and 398,889,814
class B ordinary shares of £0.000000001 ("Class B Shares"). The Company does
not hold any Class A Shares or Class B Shares in treasury.

The total number of voting rights attributable to the Class A Shares is
1,025,000,252, and the total number of voting rights attributable to the Class
B Shares is 2,193,396,147. Therefore the total number of voting rights in the
Company in aggregate across the Class A Shares and the Class B Shares is
3,218,396,399.

When accounting for the total number of Class B Share voting rights that will
be restricted as a result of the above mentioned cap, the total exercisable
voting rights in the Company in aggregate across the Class A Shares and Class
B Shares is 2,700,633,879.

** Special resolution

*** A "Vote withheld" is not a vote in law and is not counted in the
calculation of the votes 'For' or 'Against' a resolution.

 

Notes:

Equiniti, the Company's Share Registrar, acted as scrutineer of the poll on
all resolutions.

 

 

 

Jane Fahey

Group Company Secretary

 

For any queries related to the AGM, please contact the Company Secretariat on
cosec@wise.com (mailto:agm@wise.com)

 

 

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