Centrica PLC
Annual General Meeting - voting results and proxy appointments
At the Centrica plc annual general meeting held earlier today (9 May 2005) the
following resolutions were proposed by the Chairman and passed by shareholders
on a show of hands. Proxies were received by the Company from shareholders prior
to the meeting as follows:
Resolution 1:
Report and Accounts
To receive the Accounts and Reports of the Directors and the Auditors for the
Company for the year ended 31 December 2004.
For: 99.78% of votes cast
Against: 0.22% of votes cast
Total proxy votes cast: 55.44% of shares in issue
Resolution 2:
Remuneration Report
To approve the Remuneration Report for the year ended 31 December 2004.
For: 97.48% of votes cast
Against: 2.52% of votes cast
Total proxy votes cast: 55.69% of shares in issue
Resolution 3:
Dividend
To approve a final dividend of 6.1 pence per ordinary share to those
shareholders on the register of members at close of business on 29 April 2005.
For: 99.97% of votes cast
Against: 0.03% of votes cast
Total proxy votes cast: 55.72% of shares in issue
Resolution 4:
Re-election of Director
To re-elect Patricia Mann as a Director of the Company.
For: 99.46% of votes cast
Against: 0.54% of votes cast
Total proxy votes cast: 55.70% of shares in issue
Resolution 5:
Election of Director
To elect Mary Francis as a Director of the Company.
For: 99.49% of votes cast
Against: 0.51% of votes cast
Total proxy votes cast: 55.70% of shares in issue
Resolution 6:
Election of Director
To elect Paul Rayner as a Director of the Company.
For: 99.65% of votes cast
Against: 0.35% of votes cast
Total proxy votes cast: 55.70% of shares in issue
Resolution 7:
Election of Director
To elect Jake Ulrich as a Director of the Company.
For: 99.42% of votes cast
Against: 0.58% of votes cast
Total proxy votes cast: 55.70% of shares in issue
Resolution 8:
Reappointment of Auditors
To reappoint PricewaterhouseCoopers LLP as Auditors of the Company, to hold
office until the conclusion of the next General Meeting at which accounts are
laid.
For: 99.27% of votes cast
Against: 0.73% of votes cast
Total proxy votes cast: 55.05% of shares in issue
Resolution 9:
Auditors' Remuneration
To authorise the Directors to determine the Auditors' remuneration.
For: 99.57% of votes cast
Against: 0.43% of votes cast
Total proxy votes cast: 55.70% of shares in issue
Resolution 10:
Political donations and expenditure
Authority for the Company to make donations to European Union political
organisations not exceeding £125,000 in total and to incur EU political
expenditure, not exceeding £125,000 in total.
For: 97.18% of votes cast
Against: 2.82% of votes cast
Total proxy votes cast: 55.10% of shares in issue
Resolution 11:
Authority to allot shares
Authority under Section 80 of the Companies Act 1985, for the Directors of the
Company to allot unissued shares up to a nominal value of £43,564,579.
For: 98.09% of votes cast
Against: 1.91% of votes cast
Total proxy votes cast: 55.71% of shares in issue
Resolution 12:
Authority to disapply pre-emption rights
Authority under the Company's Articles of Association for the Directors to allot
unissued share capital without first offering shares to existing shareholders in
proportion to their existing holdings.
For: 97.92% of votes cast
Against: 2.08% of votes cast
Total proxy votes cast: 55.80% of shares in issue
Resolution 13:
Authority to purchase own shares
Authority for the Company to purchase its own shares, subject to a limit of 10%
of the present issued share capital.
For: 99.37% of votes cast
Against: 0.63% of votes cast
Total proxy votes cast: 55.05% of shares in issue
Resolution 14:
Amendments to the Memorandum and Articles of Association
To amend the Memorandum and Articles of Association in respect of the funding of
directors' defence costs.
For: 99.77% of votes cast
Against: 0.23% of votes cast
Total proxy votes cast: 55.68% of shares in issue
Resolution 15:
Further amendments to the Articles of Association
To further amend the Articles of Association in respect of Treasury Shares, the
retirement of directors, voting by poll and borrowing powers.
For: 99.75% of votes cast
Against: 0.25% of votes cast
Total proxy votes cast: 55.60% of shares in issue
Note to the disclosure
Any proxy appointments which gave discretion to the Chairman have been included
in the 'for' total.
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