(the 'Company')
At the Annual General Meeting of the Company held today at Reigate Town Hall, Castlefield Road, Reigate, Surrey, RH2 0SH at 10.00am, all resolutions were passed on a poll. The polling results for each resolution are set out below:
Resolutions |
For |
Against |
Withheld |
|||
Ordinary Resolutions: |
No. of votes |
% of votes |
No. of votes |
% of votes |
No. of votes |
|
1. |
To receive the Annual Accounts together with the Directors' Reports and Auditor's Report for the year ended 30 June 2014. |
449,804,553 |
99.65 |
1,599,008 |
0.35 |
205,820 |
2. |
To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 30 June 2014. |
406,915,558 |
90.10 |
44,688,056 |
9.90 |
5,767 |
3. |
To approve the Directors' Remuneration Policy contained in the Directors' Remuneration Report. |
439,615,140 |
97.35 |
11,988,474 |
2.65 |
5,767 |
4. |
To declare a final dividend of 2.2 pence per ordinary share for the year ended 30 June 2014. |
451,601,026 |
100.00 |
3,613 |
0.00 |
4,742 |
5. |
To elect Tom Cross Brown as a Director of the Company. |
449,593,584 |
99.56 |
2,004,160 |
0.44 |
11,637 |
6. |
To elect Keith Nicholson as a Director of the Company. |
451,526,390 |
99.98 |
71,354 |
0.02 |
11,637 |
7. |
To elect Kate Avery as a Director of the Company. |
449,919,938 |
99.96 |
170,336 |
0.04 |
1,519,107 |
8. |
To elect Michael Deakin as a Director of the Company. |
451,525,365 |
99.98 |
71,354 |
0.02 |
12,662 |
9. |
To elect James Fraser as a Director of the Company. |
437,603,502 |
96.90 |
13,994,498 |
3.10 |
11,381 |
10. |
To elect Rodney Cook as a Director of the Company. |
451,325,540 |
99.94 |
279,996 |
0.06 |
3,845 |
11. |
To elect Simon Thomas as a Director of the Company. |
451,235,130 |
99.92 |
371,329 |
0.08 |
2,922 |
12. |
To elect Shayne Deighton as a Director of the Company. |
451,322,497 |
99.94 |
283,892 |
0.06 |
2,992 |
13. |
To appoint KPMG LLP as the Company's Auditor until the conclusion of the next general meeting at which accounts are laid. |
433,918,303 |
96.08 |
17,690,463 |
3.92 |
615 |
14. |
To authorise the Directors to determine the Auditor's remuneration. |
451,543,103 |
99.99 |
65,663 |
0.01 |
615 |
15. |
To give the Company limited authority to make political donations and expenditure. |
447,938,623 |
99.52 |
2,153,676 |
0.48 |
1,517,082 |
16. |
To authorise the Directors to allot ordinary shares within specified limits. |
440,859,013 |
97.62 |
10,742,294 |
2.38 |
8,074 |
Special Resolutions: |
|
|
|
|
|
|
17. |
To give the Directors limited authority to allot shares for cash without making a pre-emptive offer to shareholders. |
451,583,349 |
100.00 |
15,908 |
0.00 |
10,124 |
18. |
To authorise the Company to make market purchases of its own shares up to a specified amount. |
451,603,640 |
100.00 |
4,614 |
0.00 |
1,127 |
19. |
To approve the calling of General Meetings on not less than 14 clear days' notice. |
449,575,995 |
99.55 |
2,031,848 |
0.45 |
1,538 |
VOTES OF INDEPENDENT SHAREHOLDERS (EXCLUDING THE VOTING INTEREST OF aVALLUX sARL AS CONTROLLING SHAREHOLDER HOLDING 62.3% OF THE ISSUED ORDINARY SHARE CAPITAL) ON THE RESOLUTIONS CONCERNING THE ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS |
For |
Against |
Withheld |
|||
Ordinary Resolutions: |
No. of votes |
% of votes |
No. of votes |
% of votes |
No. of votes |
|
5 |
To elect Tom Cross Brown as a Director of the Company. |
137,719,592 |
98.57 |
2,004,160 |
1.43 |
11,637 |
6 |
To elect Keith Nicholson as a Director of the Company. |
139,652,398 |
99.95 |
71,354 |
0.05 |
11,637 |
7 |
To elect Kate Avery as a Director of the Company. |
138,045,946 |
99.88 |
170,336 |
0.12 |
1,519,107 |
8 |
To elect Michael Deakin as a Director of the Company. |
139,651,373 |
99.95 |
71,354 |
0.05 |
12,662 |
In accordance with Listing Rule 9.6.2, copies of the Special Resolutions passed at the meeting in respect of resolutions 17, 18 and 19 have been submitted to the FCA's National Storage Mechanism, and will shortly be available to view at: www.Hemscott.com/nsm.do.
Notes:
(a) The votes "for" include those votes giving the Chairman discretion.
(b) A "vote withheld" is not counted towards the votes cast "for" or "against" a resolution.
(c) The total number of shares in issue on 25 November 2014 was 500,831,479; 90.17% of the voting capital was instructed.
As indicated in the Notice of Annual General Meeting, the Company confirms that, at the conclusion of the Annual General Meeting today, Les Owen stepped down as a Director of the Company.
Martin Smith
Group Company Secretary
25 November 2014