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REG - Zotefoams PLC - Result of the 2026 Annual General Meeting

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RNS Number : 9371F  Zotefoams PLC  27 May 2026

Zotefoams plc

('the Company')

 

Result of the 2026 Annual General Meeting

 

27 May 2026 - The Company announces that at its Annual General Meeting held
on 27 May 2026 at its offices at 675 Mitcham Road, Croydon CR9 3AL, all
of the resolutions tabled at the meeting were passed on a poll vote.
Resolutions 1 to 14 inclusive and Resolutions 18, 19 and 20 were passed as
ordinary resolutions and resolutions 15, 16, 17 and 21 were passed as special
resolutions.

The total number of ordinary shares in issue in relation to the AGM is
49,646,234. Votes were cast by shareholders in respect of 27,207,906 ordinary
shares amounting to 54.80% of the issued share capital.

The votes cast* were recorded as follows:

 

 Resolution                                                                               For                            % of votes cast  Against                             % of votes cast  Votes Withheld
 1.      To receive the annual report of the Company for the financial year ended 31      27,133,383
         December 2025 (the "Annual Report").

                                                                                                               100.00%          300                                 0.00%            75,640

 2.      To approve the new remuneration policy of the directors of the Company (the      25,096,420                     93.63%           1,707,213                           6.37%            405,690
         "Directors" or the "Board") set out on page 91 of the Annual Report.

 3.      To approve the Directors' report on remuneration for the financial year ended    26,068,933                     95.92%           1,110,256                           4.08%            30,134
         31 December 2025 set out on page 91 of the Annual Report.

 4.      To declare a final dividend for the year ended 31 December 2025 of 5.35 pence                                   100.00%          300                                 0.00%            1,417
         per ordinary share, such dividend to be payable on 1 June 2026 to shareholders

         on the register of members of the Company at the close of business on 1 May      27,207,606
         2026.

 5.      To re-elect L Drummond as a director of the Company.

                                                                                          25,106,209                     92.29%           2,097,800                           7.71%            5,314

 6.      To re-elect R M Cox as a director of the Company.

                                                                                          27,202,640                     99.99%           2,021                               0.01%            4,662

 7.      To re-elect J D Carling as a director of the Company.

                                                                                          26,822,395                     98.60%           381,614                             1.40%            5,314

 8.      To re-elect M S Swift as a director of the Company.

                                                                                          25,844,946                     95.00%           1,359,001                           5.00%            5,376

 9.      To re-elect C A Wall as a director of the Company.                                         26,942,892

                                                                                                                         99.04%           261,055                             0.96%            5,376

 10.     To elect N Wright as a director of the Company.

                                                                                          27,201,258                     99.99%           2,052                               0.01%            6,013

 11.     To elect J Clarke as a director of the Company.

                                                                                          27,192,881                     99.96%           10,399                              0.04%            6,043

 12.     That PKF Littlejohn LLP be and is hereby re-appointed as Auditor of the
         Company to hold office from the conclusion of the AGM until the conclusion of

         the next general meeting at which accounts are laid before the Company.          27,080,836                     99.99%           2,598                               0.01%            125,889

 13.     To authorise the Audit Committee to determine the Auditor's remuneration.

                                                                                          27,204,145                     99.99%           2,702                               0.01%            2,476

 14.     To authorise the Directors to allot shares and grant rights to subscribe for
         or convert securities up to specified limits pursuant to Section 551 of the

         Companies Act 2006, in substitution for previous authorities.                    24,581,000                     90.43%           2,599,938                           9.57%            28,385

 15.     Subject to the passing of resolution 14, to authorise the Directors to
         disapply pre-emption rights on the allotment of equity securities and sale of

         treasury shares for cash, within specified limits.                               25,788,516                     94.88%           1,391,704                           5.12%            29,103

 16.     Subject to the passing of resolution 14, to authorise the Directors to
         disapply pre-emption rights for certain acquisitions or capital investments

         and related follow-on offers, within specified limits.                           25,775,070                     94.83%           1,404,929                           5.17%            29,324

 17.     That the Company be and is hereby unconditionally and generally authorised for
         the purposes of Section 701 of the Act to make market purchases.

                                                                                27,161,930                     99.97%           7,224                               0.03%            40,169

 18.     That the amendments to the Zotefoams plc Long Term Incentive Plan 2017 ('2017
         LTIP') be approved.

                                                                                25,725,514                     94.66%           1,452,022                           5.34%            31,787

 19.     That the amendments to the Zotefoams plc Deferred Bonus Share Plan 2017 ('2017
         DBSP') be approved.

                                                                                25,950,310                     95.48%           1,227,226                           4.52%            31,787

 20.     That the amendments to the Zotefoams plc Approved Share Option Plan 2018
         ("ASOP") be approved.

                                                                                27,069,674                     99.53%           127,430                             0.47%            12,219

 21.     That a general meeting other than an AGM may be called on not less than 14       26,721,081                     98.21%           485,792                             1.79%            2,450
         clear days' notice.

 

*  Total votes cast excludes votes withheld as a vote withheld is not a vote
in law.

Further details of the resolutions (including the text of the resolutions) are
given in the Notice of the 2026 Annual General Meeting, which is on page 179
of the 2025 Annual Report and which is also available on the Company's
website.

Pursuant to Listing Rule 6.4, the Company also confirms that a copy of all
relevant resolutions passed at its AGM will shortly be made available for
public inspection via the National Storage Mechanism.

Emma Woollard

Group General Counsel and Company Secretary

Zotefoams plc

07526567602

 

About Zotefoams plc

Zotefoams plc (LSE - ZTF) is a world leader in high-performance foam
technology delivering optimal material solutions for the benefit of society.
Utilising a variety of unique manufacturing processes, including
environmentally friendly nitrogen expansion for lightweight
AZOTE(®) polyolefin and ZOTEK(®) high-performance foams, Zotefoams sells
to diverse markets worldwide. Zotefoams uses its own cellular materials to
manufacture T-FIT(®) advanced insulation for demanding industrial markets.

Zotefoams is headquartered in London, UK, with manufacturing sites
in Croydon, UK, Kentucky, USA and Brzeg, Poland (foam
manufacture), Oklahoma, USA (foam products manufacture and conversion),
Anglesola and Burgos, Spain (foam manufacture) and Jiangsu
Province, China (T-FIT).

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

AZOTE(®), ZOTEK(®), and T-FIT(®) are registered trademarks of Zotefoams
plc.

 

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