Result of AGM

RNS Number : 4736Y
Berkeley Group Holdings (The) PLC
06 September 2022
 

 


6 September 2022

 

The Berkeley Group Holdings plc

(the "Company")

 

2022 Annual General Meeting ("AGM")

Results of AGM, Return of Cash and Share Consolidation

 

Shareholders are informed that the results of the poll on the resolutions put before the AGM of the Company held on 6 September 2022 are:

 

Resolution

Votes

FOR1

%

Votes AGAINST

%

Total Votes Validly Cast (excluding withheld)

% of ISC Voted

Withheld Votes2

1

77,696,032

100.00%

467

0.00%

77,696,499

71.19%

1,771,935

2

73,246,762

92.25%

6,156,568

7.75%

79,403,330

72.75%

65,103

3

41,541,682

60.26%

27,398,989

39.74%

68,940,671

63.17%

10,552,281

4

56,470,986

71.33%

22,697,068

28.67%

79,168,054

72.54%

324,898

5

43,245,003

61.41%

27,174,538

38.59%

70,419,541

64.52%

9,073,411

6

79,381,242

99.86%

109,667

0.14%

79,490,909

72.83%

2,044

7

78,615,111

98.90%

875,798

1.10%

79,490,909

72.83%

2,044

8

79,347,230

99.82%

143,801

0.18%

79,491,031

72.83%

1,922

9

78,691,729

98.99%

799,302

1.01%

79,491,031

72.83%

1,922

10

79,003,053

99.42%

463,199

0.58%

79,466,252

72.81%

2,182

11

77,942,735

98.08%

1,523,517

1.92%

79,466,252

72.81%

2,182

12

76,399,138

96.14%

3,066,722

3.86%

79,465,860

72.81%

2,574

13

79,456,682

99.99%

9,570

0.01%

79,466,252

72.81%

2,044

14

78,344,946

98.59%

1,121,443

1.41%

79,466,389

72.81%

2,045

15

79,453,154

99.98%

12,798

0.02%

79,465,952

72.81%

2,482

16

79,453,098

99.98%

13,154

0.02%

79,466,252

72.81%

2,182

17

79,456,070

99.99%

10,320

0.01%

79,466,390

72.81%

2,044

18

79,313,416

99.81%

152,444

0.19%

79,465,860

72.81%

2,574

19

79,269,807

99.75%

196,583

0.25%

79,466,390

72.81%

2,044

20

79,295,112

99.75%

195,797

0.25%

79,490,909

72.83%

2,044

21

79,326,924

99.79%

164,721

0.21%

79,491,645

72.84%

1,308

22

79,468,984

99.97%

20,835

0.03%

79,489,819

72.83%

3,134

23

72,390,893

91.07%

7,100,540

8.93%

79,491,433

72.83%

1,520

24*

79,026,588

99.86%

107,149

0.14%

79,133,737

72.51%

359,216

25*

74,966,547

94.73%

4,167,011

5.27%

79,133,558

72.51%

359,395

26*

79,387,844

99.93%

52,227

0.07%

79,440,071

72.79%

52,882

27

75,215,445

94.62%

4,276,495

5.38%

79,491,940

72.84%

1,013

28*

70,902,784

89.20%

8,588,955

10.80%

79,491,739

72.84%

1,214

Notes:

 

*Special resolution

 

1.        The Company has considered the reasons for the results of today's meeting, reflected in the voting outcomes for the resolutions regarding the new Remuneration Policy (resolution 3), the Restricted Share Plan (resolution 4) and the Long-Term Option Plan (resolution 5).

 

2.        In formulating the new Remuneration Policy, the Remuneration Committee has sought to develop a remuneration structure that aligns with the unique operating model and inherent long-term focus of the business.  Prior to the AGM, the Remuneration Committee of the Company undertook a detailed and extensive consultation with shareholders regarding remuneration for FY23 onwards to gain an understanding of their views.  The Company gained positive feedback and support during the consultation from a range of shareholders, both UK and overseas, and we appreciate their ongoing engagement and support.  The Remuneration Committee recognises that developing a new remuneration approach that meets the needs of all shareholders is difficult, but is of the view that the new Remuneration Policy, which includes introduction of ESG priorities into the incentive framework, normalisation of pension contributions and increased shareholding requirements represents further alignment with shareholders. 

 

3.       Following our extensive pre-AGM shareholder discussions, it was evident that some shareholders expressed particular reservations about certain areas of the policy, including the Change of Control provisions.  In light of this, the Remuneration Committee determined that the Change of Control provisions would be amended reflecting this shareholder feedback.  The Remuneration Committee is grateful for this engagement and we will continue to consult with shareholders and proxy advisers and will consider the full range of feedback as we implement the Company's new Remuneration Policy.

 

3.  The votes "for" include those votes giving discretion to the Chairman.

 

4.       A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.

 

5.     The number of Existing Ordinary Shares in issue at close of business on 2 September 2022 was 118,373,503 (excluding shares held in Treasury).  

 

6.  Copies of the resolutions passed will shortly be available for inspection on the National Storage Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism .  The full text of the resolutions can be found in the 2021 AGM Notice which can be located in the Investor Information section of the Company's website at the following location: www.berkeleygroup.co.uk /investor-information .

 

For further information please contact:

 

Ann Dibben  Tel: 01932 868 555

Company Secretary

The Berkeley Group Holdings plc

 

Novella Communications  Tel: 020 3151 7008

Tim Robertson 

 

 

 

LEI:  2138009OQSSLVVHQAL78

 

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