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RNS Number : 1303D XPS Pensions Group PLC 05 September 2024
XPS Pensions Group plc
Results of Annual General Meeting held on 5 September 2024
XPS Pensions Group plc (the 'Company') announces that at its Annual General
Meeting ('AGM') held on 5 September 2024, all the resolutions put to
shareholders were passed by the requisite majorities. Resolutions 1 to 19
were passed as ordinary resolutions and Resolutions 20 to 23 were passed as
special resolutions. The results of the polls taken on the resolutions, on
which Equiniti, the Company's registrar, acted as scrutineer, are as follows:
Resolutions Votes For % Votes Against % Total Votes % of issued
share capital voted
1 Receive the Directors' Report and Accounts for the year ended 31 March 2024 172,835,291 100.00% 0 0.00% 172,835,291 82.98
2 Declare a final dividend of 7.0p per ordinary share 172,991,679 100.00% 0 0.00% 172,991,679 83.06
3 Approve the Directors' Remuneration Report for the year ended 31 March 2024 138,806,485 82.01% 30,443,717 17.99% 169,250,202 81.26
4 Approve the XPS Pensions Group Deferred Share Bonus Plan 143,421,639 82.92% 29,551,987 17.08% 172,973,626 83.05
5 Increase the cap on fees that can be paid to Non-Executive Directors to 145,067,758 83.86% 27,912,292 16.14% 172,980,050 83.05
£750,000 per annum
6 Re-elect Alan Bannatyne as a Director 140,837,832 81.43% 32,110,718 18.57% 172,948,550 83.04
7 Re-elect Ben Bramhall as a Director 171,324,632 99.05% 1,650,918 0.95% 172,975,550 83.05
8 Re-elect Paul Cuff as a Director 171,324,940 99.05% 1,650,610 0.95% 172,975,550 83.05
9 Re-elect Sarah Ing as a Director 171,740,311 99.30% 1,208,239 0.70% 172,948,550 83.04
10 Elect Imogen Joss as a Director 172,941,073 100.00% 5,477 0.00% 172,946,550 83.04
11 Re-elect Aisling Kennedy as a Director 171,726,294 99.29% 1,222,256 0.71% 172,948,550 83.04
12 Re-elect Snehal Shah as a Director 172,972,661 100.00% 2,581 0.00% 172,975,242 83.05
13 Re-elect Margaret Snowdon OBE as a Director 142,220,680 82.23% 30,727,870 17.77% 172,948,550 83.04
14 Elect Martin Sutherland as a Director 172,941,381 100.00% 5,169 0.00% 172,946,550 83.04
15 Reappoint BDO LLP as auditor of the Company 171,001,715 98.86% 1,979,759 1.14% 172,981,474 83.05
16 Authorise the Audit & Risk Committee to fix the auditor's remuneration 172,710,993 99.84% 274,378 0.16% 172,985,371 83.06
17 Authorise the Company to use electronic means to convey information to members 172,963,559 99.99% 23,120 0.01% 172,986,679 83.06
18 Authorise the Company to make political donations and to incur political 141,994,070 82.34% 30,456,109 17.66% 172,450,179 82.80
expenditure
19 Authorise Directors to allot shares within specific limits 142,286,301 83.06% 29,015,896 16.94% 171,302,197 82.25
20 Authorise the disapplication of pre-emption rights 138,617,850 80.13% 34,368,329 19.87% 172,986,179 83.06
21 Authorise the additional disapplication of pre-emption rights (acquisitions) 138,400,723 80.01% 34,585,456 19.99% 172,986,179 83.06
22 Authorise the Company to purchase own shares 142,911,650 82.88% 29,518,458 17.12% 172,430,108 82.79
23 Authorise the Directors to call general meetings on 14 days' notice 172,750,785 99.86% 235,894 0.14% 172,986,679 83.06
The Company also announces that, in line with the Company's succession plan,
Margaret Snowdon has stepped down as Senior Independent Director and Chair of
the Remuneration Committee effective as at the close of the AGM. Margaret
remains an Independent Non-Executive Director of the Board. Imogen Joss has
been appointed as Senior Independent Director and Chair of the Remuneration
Committee.
As at 1.00pm on Thursday 5 September 2024, the number of issued shares in the
Company was 208,276,267 ordinary shares, which was the total number of shares
entitling the holders to attend and vote for or against all the resolutions at
the AGM. In accordance with the Company's Articles of Association, on a poll
every member present in person or by proxy has one vote for every share held.
There were no restrictions on shareholders to cast votes on any of the
resolutions proposed at the AGM. Votes withheld are not votes in law and
therefore have not been counted in the calculation of the proportion of the
votes for or against a resolution.
Pursuant to UK Listing Rule 9.6.2, copies of all resolutions, other than those
concerning ordinary business, passed at the AGM will be submitted to the UK
Listing Authority and will be available to view at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Full details of the resolutions passed, together with explanatory notes, are
set out in the Notice of Annual General Meeting which is available
at www.xpsgroup.com (http://www.xpsgroup.com/) .
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