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REG - XPS Pensions Group - Result of AGM

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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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