Result of AGM

RNS Number : 4486M

Rotork PLC

27 April 2018

 

Rotork plc

AGM Poll Result and Statement on the result of resolution 12 - Remuneration Report and copies of resolutions sent to National Storage Mechanism

 Rotork Plc - AGM - 27 April 2018 - Poll Result

Resolution		For 2		Against2		No. of Votes withheld3	Total Capital Instructed
		No. of Shares	%	No. of Shares	%
1.	To receive and adopt the Directors' Report and Accounts and the Auditor's Report thereon for 2017	678,578,626	99.92	511,090	0.08	41,160	78.01%
2.	To declare a final dividend	679,126,946	100.00	0	0.00	3,930	78.02%
3.	To re-elect GB Bullard as a director	632,202,951	93.09	46,903,955	6.91	13,930	78.02%
4.	To re-elect JM Davis as a director	676,009,323	99.56	2,987,009	0.44	10,930	78.00%
5.	To re-elect SA James as a director	674,865,909	99.40	4,058,637	0.60	7,930	77.99%
6.	To re-elect MJ Lamb as a director	650,001,049	98.94	6,958,053	1.06	22,048,160	75.47%
7.	To re-elect LM Bell as a director	674,937,695	99.40	4,058,637	0.60	10,930	78.00%
8.	To elect KG Hostetler as a director	665,471,439	98.01	13,502,013	1.99	33,810	78.00%
9.	To elect PG Dilnot as a director	675,944,027	99.56	2,970,290	0.44	16,480	77.99%
10.	To re-appoint Deloitte LLP as Auditor of the Company	678,386,427	99.91	590,625	0.09	14,660	78.00%
11.	To authorise the directors to fix the remuneration of the Auditor	678,881,692	99.98	118,869	0.02	5,851	78.00%
12.	To approve the Directors' Remuneration Report	486,539,655	71.66	192,436,697	28.34	107,374	78.00%
13.	To authorise the directors to allot shares	649,115,447	95.58	30,010,548	4.42	4,841	78.02%
14.	To enable the directors to allot shares for cash without first offering them to existing shareholders for pre-emptive issues and general purposes*	671,924,283	98.96	7,068,039	1.04	4,940	78.00%
15.	To enable the directors to allot shares for cash without first offering them to existing shareholders for acquisitions and other capital investments*	655,339,318	96.52	23,657,073	3.48	47,690	78.00%
16.	To authorise the Company to purchase ordinary shares*	672,243,028	99.02	6,664,044	0.98	44,430	77.99%
17.	To authorise the Company to purchase preference shares*	660,422,420	97.26	18,586,412	2.74	64,564	78.00%
18.	To fix the notice period for general meetings*	599,083,930	88.23	79,889,072	11.77	3,930	78.00%

*Special Resolution

NOTES: 
1   All resolutions were passed.
2   Votes "For" and "Against" are expressed as a percentage of votes received.  
3   A "Vote withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
4   Total number of shares in issue at 6:30pm on 25 April 2018 = 870,471,954 shares. Over 75% of voting capital was instructed.

Resolution 12 Remuneration Report

Although the resolution was duly passed, the Board of directors of Rotork plc recognises that a significantly minority of shareholders (28.34%) voted against the resolution to approve the Remuneration Report.  This follows a similar level of dissent expressed by shareholders on the same resolution last year.  The Board welcomes an open and ongoing dialogue with shareholders and will continue to actively engage with shareholders to discuss their concerns.

Special Business - Copies of Resolutions

Copies of the following:

·     Ordinary resolution to authorise the directors to allot shares

·     Special resolutions to:

-  Empower the directors to allot shares for cash without first offering to existing shareholders for pre-emptive issues for general purposes

-  Empower the directors to allot shares for cash without first offering to existing shareholders for pre-emptive issues for acquisitions and other capital investments

-  Authorise the Company to purchase ordinary shares

-  Authorise the Company to purchase preference shares

-  Fix the notice period for general meetings

being resolutions (other than resolutions concerning ordinary business) passed by the Company at its AGM on 27 April 2018, have been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do.

Copies are also available from the Company Secretary, Rotork Plc, Rotork House, Brassmill Lane, Bath, BA1 3JQ

Full details of the poll results for all resolutions are detailed below and can be found at:

http://www.rotork.com/investors/index/agm

Enquiries:

FTI Consulting	Tel:  + 44 (0)20 3727 1340
Nick Hasell / Susanne Yule
Rotork plc	Tel:  [phone]
Stephen Jones, Company Secretary
Jonathan Davis, Finance Director
Sarah Matthews-DeMers, Director of Strategy and Investor Relations

27 April 2018

 

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