Result of AGM

RNS Number : 4402B

Auto Trader Group plc

20 September 2018

 

Auto Trader Group plc Result of Annual General Meeting

Auto Trader Group plc (LSE: AUTO, "Auto Trader" or the "Company"), the UK's largest digital automotive marketplace, announces the results of the Company's Annual General Meeting ("AGM") held on 20 September 2018. 

Each of the resolutions was voted on by way of a poll and the result of each resolution is shown below. All resolutions were passed.

The total number of shares on the register at 6pm on 18 September 2018, being those eligible to be voted on at the AGM, was  942,133,917 (excluding treasury shares).

	For*		Against			Total votes cast	% of shares on register at 6pm 18 September 2018	Votes withheld***
Resolution	No. of votes	%**	No. of votes	%**		No. of votes	%	No. of votes
1.   To receive the Annual Report and Accounts of the Company for the financial year ended 31 March 2018	784,631,285	99.83%	1,338,006	0.17%		785,969,291	83.42%	310,889
2.   To approve the Directors' Remuneration Policy	746,257,288	94.93%	39,870,834	5.07%		786,128,122	83.44%	152,057
3.   To approve the Directors' Remuneration Report	758,354,603	96.47%	27,773,520	3.53%		786,128,123	83.44%	152,057
4.   To declare a final dividend of 4.0 pence per ordinary share for the year ended 31 March 2018	786,278,900	100.00%	1,274	0.00%		786,280,174	83.46%	5
5.   To re-elect Ed Williams as a Director	776,716,275	98.78%	9,559,614	1.22%		786,275,889	83.46%	4,290
6.   To re-elect Trevor Mather as a Director	784,565,839	99.78%	1,710,050	0.22%		786,275,889	83.46%	4,290
7.   To re-elect Nathan Coe as a Director	784,040,069	99.72%	2,237,176		0.28%	786,277,245	83.46%		2,934
8.   To re-elect David Keens as a Director	783,274,532	99.62%	3,001,357	0.38%		786,275,889	83.46%	4,290
9.   To re-elect Jill Easterbrook as a Director	779,338,833	99.12%	6,916,356	0.88%		786,255,189	83.45%	24,990
10.  To re-elect Jeni Mundy as a Director	775,302,501	98.60%	10,972,032	1.40%		786,274,533	83.46%	5,646
11.  To re-appoint KPMG LLP as auditors of the Company	785,746,738	99.93%	531,476	0.07%		786,278,214	83.46%	1,965
12.  To authorise the Board to determine the auditors' remuneration.	785,618,360	99.93%	532,405	0.07%		786,150,765	83.44%	129,414
13.  To authorise the Directors to allot shares.	722,390,892	91.87%	63,889,282	8.13%		786,280,174	83.46%	6
14.  To authorise the partial disapplication of pre-emption rights****	786,057,923	99.97%	220,895	0.03%		786,278,818	83.46%	1,361
15.  To authorise the partial disapplication of pre-emption rights in connection with an acquisition or investment****	726,814,756	92.44%	59,464,031	7.56%		786,278,787	83.46%	1,392
16.  To authorise the Company to purchase its own shares****	779,329,166	99.12%	6,901,403	0.88%		786,230,569	83.45%	49,610
17.  To authorise the Company to call general meetings on not less than 14 clear days' notice****	747,082,007	95.53%	34,962,986	4.47%		782,044,993	83.01%	4,235,186

NOTES:

* The "For" votes include those giving the Chairman discretion.

** Votes "For" and "Against" are expressed as a percentage of votes received.

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

****Denotes Special Resolutions

As previously announced, the Company commenced a rolling programme of share buy-backs on 15 June 2016 and, in reliance on the approval of Resolution 16 at today's AGM, the Company announces that it intends to continue with the share buy-back programme, the purpose of which is to reduce its share capital. The Company's shareholders have generally authorised the Company to make market purchases of up to 94,802,631of its ordinary shares, which represents 10% of its ordinary shares (excluding treasury shares), subject to minimum and maximum price restrictions.  The share buy-back programme will continue under the authority granted by the Company's shareholders at today's AGM on an ongoing basis until the expiry of the authority at the conclusion of the Company's 2019 AGM. The share buy-back programme will be conducted in accordance with the Company's general authority to repurchase shares, Chapter 12 of the UKLA Listing Rules and relevant conditions for trading, restrictions regarding time and volume, disclosure and reporting obligations, and price conditions.

The full text of the resolutions can be found in the Notice of Annual of General Meeting, which is available for inspection at the National Storage Mechanism http://www.morningstar.co.uk/uk/NSM and also on the Company's website at https://plc.autotrader.co.uk

A copy of the resolutions passed under special business (as defined by the listing rules of the UK Listing Authority) will shortly be submitted to the National Storage Mechanism for inspection at http://www.morningstar.co.uk/uk/NSM

Claire Baty

Company Secretary

About Auto Trader

Auto Trader Group plc is the UK and Ireland's largest digital automotive marketplace. Auto Trader sits at the heart of the UK's vehicle buying process and its primary activity is to help vehicle retailers compete effectively on the marketplace in order to sell more vehicles, faster. Auto Trader listed on the London Stock Exchange in March 2015 and is now a member of the FTSE 250 Index. The marketplace brings together the largest and most engaged consumer audience. Auto Trader has around 90% prompted brand awareness and attracts circa 55 million monthly cross platform visits each month, with over 70% of visits coming through mobile devices. The marketplace also has the largest pool of vehicle sellers (listing around 450,000 cars each day). Around 80% of UK automotive retailers advertise on autotrader.co.uk. For more information, please visit https://plc.autotrader.co.uk

 

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