Result of AGM

RNS Number : 6736L

Caledonia Investments PLC

20 July 2017

 

Caledonia Investments plc: Result of Annual General Meeting

Caledonia Investments plc (the "Company") is pleased to announce that all of the resolutions proposed at its annual general meeting held on 20 July 2017 were duly passed. Resolutions 10, 11, 12, 13 and 14 relating to the re-election of independent directors, were passed by separate majorities of all shareholders and of those shareholders who are independent of the Cayzer family concert party, the members of which are regarded as controlling shareholders for the purposes of the Listing Rules.

The following table indicates the number of valid proxy votes lodged in advance of the meeting for each of the resolutions. It should be noted that votes withheld do not constitute votes in law and therefore are not counted in the number of votes for or against any resolution.

Resolution		In favour		Against		Withheld	Total lodged
No		No.	%	No.	%	No.	No.
1	To receive and adopt the annual report and accounts for the year ended 31 March 2017	35,862,794	99.99	3,530	0.01	0	35,866,324
2	To approve the directors' remuneration report for the year ended 31 March 2017 (other than the directors' remuneration policy)	35,550,450	99.25	269,827	0.75	45,815	35,866,092
3	To approve the 2017 directors' remuneration policy	35,568,437	99.20	285,805	0.80	11,850	35,866,092
4	To approve and declare a final dividend of 39.9p per ordinary share	35,866,324	100.00	0	0.00	0	35,866,324
5	To approve and declare a special dividend of 100.0p per ordinary share	35,864,324	99.99	2,000	0.01	0	35,866,324
6	To re-elect Mr W P Wyatt a director	35,825,849	100.00	0	0.00	40,475	35,866,324
7	To re-elect Mr S A King a director	35,825,849	100.00	0	0.00	40,475	35,866,324
8	To re-elect Mr J M B Cayzer-Colvin a director	35,683,517	99.60	142,332	0.40	40,475	35,866,324
9	To re-elect The Hon C W Cayzer a director	34,623,865	96.64	1,202,659	3.36	39,800	35,866,324
10	To re-elect Mr H Y H Boël a director (all shareholders)	34,598,617	96.79	1,146,494	3.21	121,212	35,866,323
10	To re-elect Mr H Y H Boël a director (independent shareholders)	9,041,170	88.75	1,146,494	11.25	121,212	10,308,876
11	To re-elect Mr S J Bridges a director (all shareholders)	35,686,740	99.50	178,267	0.50	1,317	35,866,324
11	To re-elect Mr S J Bridges a director (independent shareholders)	10,129,293	98.27	178,267	1.73	1,317	10,308,877
12	To re-elect Mr C H Gregson a director (all shareholders)	35,686,174	99.50	180,150	0.50	0	35,866,324
12	To re-elect Mr C H Gregson a director (independent shareholders)	10,128,727	98.25	180,150	1.75	0	10,308,877
13	To re-elect Mrs S C R Jemmett-Page a director (all shareholders)	35,852,587	99.96	13,737	0.04	0	35,866,324
13	To re-elect Mrs S C R Jemmett-Page a director (independent shareholders)	10,295,140	99.87	13,737	0.13	0	10,308,877
14	To re-elect Mr D C Stewart a director (all shareholders)	35,038,378	97.80	788,146	2.20	39,800	35,866,324
14	To re-elect Mr D C Stewart a director (independent shareholders)	9,480,931	92.33	788,146	7.67	39,800	10,308,877
15	To re-appoint KPMG LLP as  auditor	35,738,719	99.88	41,944	0.12	85,661	35,866,324
16	To authorise the directors to agree the auditor's remuneration	35,105,151	97.88	760,898	2.12	275	35,866,324
17	To grant the Company authority to make market purchases of its own shares	35,856,322	99.97	10,002	0.03	0	35,866,324
18	To approve the waiver of the mandatory offer provisions set out in Rule 9 of the City Code on Takeovers and Mergers in relation to the Cayzer Concert Party*	8,453,782	83.72	1,643,548	16.28	211,547	10,308,877
19	To authorise the allotment of unissued shares	35,775,100	99.98	5,811	0.02	413	35,781,324
20	To authorise the allotment of shares on a non pre-emptive basis	35,768,841	99.97	12,070	0.03	413	35,781,324
21	To authorise the convening of general meetings (other than annual general meetings) on not less than 14 clear days' notice	35,677,510	99.47	188,813	0.53	0	35,866,323

*As required by the City Code on Takeovers and Mergers, the Cayzer family concert party did not vote on this resolution.

Each of the resolutions was voted on by way of a show of hands, other than resolution 18 which was voted on by way of a poll. The numbers of votes cast at the meeting on resolution 18 were 8,382,237 in favour and 1,643,548 against.

At the date of the annual general meeting there were 55,381,017 ordinary shares with voting rights in issue. No shares are held in treasury.

In accordance with Listing Rule 9.6.2R, copies of resolutions 17 to 21, being the resolutions passed as special business at the annual general meeting, have been submitted to the National Storage Mechanism and will shortly be available at: www.Hemscott.com/nsm.do.

As previously announced, Rod Kent retired from the board at the conclusion of the annual general meeting and was succeeded as Chairman by David Stewart. As a consequence of his appointment, Mr Stewart has also become Chairman of the Company's Nomination Committee and has ceased to be a member of the Company's Audit Committee, being replaced on the latter by Shonaid Jemmett-Page. He remains a member of the Remuneration Committee.

Enquiries:

G P Denison,

Company Secretary

Tel: [phone]

20 July 2017

END

All of the resolutions proposed at the annual general meeting are also set out in the circular to shareholders incorporating the notice of the 2017 annual general meeting available on Caledonia's website at www.caledonia.com.

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

END

 

 

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