Result of AGM

RNS Number : 2084Q
Paragon Banking Group PLC
24 February 2021
 

Paragon Banking Group PLC:

Result of Annual General Meeting

 

The Annual General Meeting ("AGM") of Paragon Banking Group PLC (the "Company") was held today at 9.00am.  All resolutions were passed on a poll and the polling results for each resolution are set out below:

 

Resolutions

Votes

For

% of Votes Cast For

Votes Against

% of Votes Cast Against

Votes

Total

% of ISC Voted

 Votes
Withheld 

1. To receive and consider the Company's Annual Report and Accounts for the year ended 30 September 2020, the Strategic Report and the Reports of the Directors and the Auditor.

 

210,735,021

99.99

30,241

0.01

210,765,262

82.09

380,628

2. To consider and approve the Directors' Remuneration Report for the year ended 30 September 2020, excluding the Directors' Remuneration Policy.

 

202,448,059

98.01

4,110,792

1.99

206,558,851

80.46

4,587,039

3. To declare a final dividend of 14.4 pence per ordinary share payable to holders of ordinary shares registered at the close of business on 29 January 2021.

 

211,145,420

100.00

0

0.00

211,145,420

82.24

471

4. To appoint Peter Hill as a director of the Company.

 

211,134,324

100.00

7,710

0.00

211,142,034

82.24

3,857

5. To appoint Alison Morris as a director of the Company.

 

211,134,824

100.00

7,210

0.00

211,142,034

82.24

3,857

6. To reappoint Fiona Clutterbuck as a director of the Company.

 

210,806,872

99.86

299,011

0.14

211,105,883

82.23

40,008

7. To reappoint Nigel Terrington as a director of the Company.

 

210,837,890

99.91

198,789

0.09

211,036,679

82.20

109,212

8. To reappoint Richard Woodman as a director of the Company.

 

210,225,974

99.57

916,080

0.43

211,142,054

82.24

3,837

9. To reappoint Barbara Ridpath as a director of the Company.

 

210,843,705

99.86

298,249

0.14

211,141,954

82.24

3,937

10. To reappoint Hugo Tudor as a director of the Company.

210,844,455

99.86

297,599

0.14

211,142,054

82.24

3,837

11. To reappoint Graeme Yorston as a director of the Company.

210,843,175

99.86

298,879

0.14

211,142,054

82.24

3,837

12. To reappoint KPMG LLP as auditor of the Company, to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which Accounts are laid before the members.

 

211,134,320

100.00

9,806

0.00

211,144,126

82.24

1,765

13. To authorise the directors to fix the remuneration of the auditor.

 

211,135,398

100.00

8,426

0.00

211,143,824

82.24

2,067

14. To authorise political donations and political expenditure.

208,492,835

99.69

642,046

0.31

209,134,881

81.46

2,008,010

15. THAT the Board is generally and unconditionally authorised to allot shares in the Company.

 

210,348,001

99.63

788,270

0.37

211,136,271

82.24

5,970

16. THAT, the Board be authorised to disapply pre-emption rights on up to five percent of the issued share capital (excluding treasury shares).

 

211,044,884

99.96

93,276

0.04

211,138,160

82.24

4,731

17. THAT, the Board be authorised to disapply pre-emption rights on an additional five percent of the issued share capital (excluding treasury shares).

 

194,485,014

92.11

16,650,355

7.89

211,135,369

82.24

7,521

18. THAT the Company is generally and unconditionally authorised to make market purchases.

 

210,762,138

99.94

116,052

0.06

210,878,190

82.14

267,700

19. THAT, the Board be authorised to allot shares and grant rights to subscribe for or to convert any security into shares in connection with the issue of Additional Tier 1 Securities.

 

211,050,222

99.96

87,233

0.04

211,137,455

82.24

5,435

20. THAT, the Board be authorised to disapply pre-emption rights in relation to the issue of Additional Tier 1 Securities.

 

210,979,561

99.93

143,659

0.07

211,123,220

82.23

19,670

21. THAT a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.

 

206,680,942

97.89

4,463,874

2.11

211,144,816

82.24

1,075

22. THAT the articles of association be adopted as the articles of association of the Company in substitution for, and to the exclusion of, the existing articles of association.

210,491,581

99.71

610,036

0.29

211,101,617

82.23

41,274

23. THAT the Company and its subsidiaries be authorised to apply a ratio of the variable to fixed components of remuneration for those individuals who are classified as Remuneration Code Staff of up to 2:1.

210,822,471

99.88

256,434

0.12

211,078,905

82.22

66,985

 

The full text of all of the resolutions can be found in the Notice of Annual General Meeting which is available for viewing at the Company's website, www.paragonbankinggroup.co.uk and at the National Storage Mechanism, https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed at the meeting concerning special business (being resolutions numbered 14 - 23) will shortly be available for inspection at the National Storage Mechanism, https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

Enquiries:

 

Carolyn Sharpe - Senior Assistant Company Secretary

07984 810427

 

24 February 2021

 

 

 

Notes:

 

(a)  The votes "For" include those votes giving the Chair of the Board discretion.

(b)  A vote "Withheld" is not counted towards the votes cast "For" or "Against" a resolution.

(c)  For resolutions 4, 5, 12 and 13 as the results are reported to two decimal places the percentage of votes "For" is shown as 100.00% and "Against" as 0.00% as there were insufficient votes lodged "Against" to register.

(d)  The issued share capital figure used to calculate the percentage voted is 256,735,396.  This is the figure as at 22 February 2021 and excludes the number of ordinary shares held in treasury on the Register of Members as at that date.

(e)  Resolutions 1 to 15 (inclusive) were ordinary resolutions.  Resolutions 16 to 22 (inclusive) were special resolutions.  Resolution 23 was subject to special procedural rules.

 

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