Result of AGM

RNS Number : 6672L

Stelrad Group PLC

16 May 2022

 

16 May 2022

Stelrad Group PLC

("Stelrad" or the "Company")

Results of the AGM

The Directors of Stelrad Group PLC are pleased to announce that at its Annual General Meeting held on 16 May 2022, all the proposed resolutions as set out in the Notice of Annual General Meeting were passed on a poll of votes. Total votes received from shareholders by the Company either in advance of or as voted for at the meeting, were as set out below:

R esolution		Votes for	%	Votes Against	%	Total shares for and against	% of total voting rights	Votes withheld
1 .	To receive the Company's annual report and audited financial statements for the period ended 31 December 2021.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
2 .	To receive and approve the Directors' Remuneration Report for the period ended 31 December 2021.	116,909,445	100%	100	0.0%	116,909,545	91.8%	0
3 .	To receive and approve the Directors' Remuneration Policy	115,852,581	99.1%	1,056,964	0.9%	116,909,545	91.8%	0
4 .	To declare a final dividend of 0.96 pence per share.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
5 .	To elect Bob Ellis as a Director	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
6 .	To elect Trevor Harvey as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
7 .	To elect George Letham as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
8 .	To elect Terry Miller as a Director.	116,405,231	99.6%	504,314	0.4%	116,909,545	91.8%	0
9 .	To elect Nicola Bruce as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
10.	To elect Martin Payne as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
11.	To elect Edmund Lazarus as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
12.	To elect Nicholas Armstrong as a Director.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
13.	To appoint PricewaterhouseCoopers LLP as auditor of the Company (the Auditor) and to hold office until the conclusion of the next Annual General Meeting.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
14.	To authorise the Audit & Risk Committee to determine the remuneration of the Auditor	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
15.	To authorise the Company to make political expenditure and donations.	116,405,131	99.6%	504,414	0.4%	116,909,545	91.8%	0
16.	To authorise the Directors to allot shares in the Company, in accordance with section 551 of the Companies Act 2006.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0
17.	To authorise the Directors to disapply pre-emption rights, in accordance with 561 of the Company Act 2006	116,909,445	100%	100	0.0%	116,909,545	91.8%	0
18.	To authorise the Directors to disapply pre-emption rights up to a further 5% for the purposes of acquisitions or capital investments.	116,909,445	100%	100	0.0%	116,909,545	91.8%	0
19.	To authorise the Company to purchase its own ordinary shares	115,852,681	99.1%	1,056,864	0.9%	116,909,545	91.8%	0
20.	To authorise the Directors to call a general meeting other than an annual general meeting on not less than 14 clear days' notice.	116,909,545	100%	0	0.0%	116,909,545	91.8%	0

Subject to rule 9.2.2E of the UK Listing Rules the election of the independent Non-Executive Directors must be approved by a majority vote of both the independent shareholders (i.e. shareholders of the Company, other than Bregal, the Company's controlling shareholder, who are entitled to vote on the election of Directors), and the shareholders as a whole. Therefore, the below table displays the votes for the election of the independent Non-Executive Directors excluding the votes of the controlling shareholder:

R esolution		Votes for	%	Votes Against	%	Total shares for and against	% of total voting rights	Votes withheld
8 .	To elect Terry Miller as a Director.	53,301,466	99.06%	504,314	0.94%	53,805,780	46.99%	0
9 .	To elect Nicola Bruce as a Director.	53,805,780	100%	0	0.0%	53,805,780	46.99%	0
10 .	To elect Martin Payne as a Director.	53,805,780	100%	0	0.0%	53,805,780	46.99%	0

1.  Full  details of the resolutions are set out in the Notice of Annual General Meeting dated 18 March 2022 (which is available on the Company's website at: https://stelradplc.com/).

2.  Resolutions 1 to 16 were ordinary resolutions, requiring more than 50% of shareholders' votes to be cast in favour of the resolutions. Resolutions 17 to 20 were special resolutions, requiring at least 75% of shareholders' votes to be cast in favour of the resolutions.

3.  Votes 'For' include those votes giving the Chairman discretion.

4.  There were 127,352,555 ordinary shares in issue all of which had the right to vote. ordinary shares were held in treasury which do not carry voting rights.

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

6.  Copies of all the resolutions passed, other than ordinary business, have been submitted to the National Storage Mechanism and will soon be available for inspection at  https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Enquiries :

Computershare Company Secretarial Services Limited

07966 711602

[e-mail]

Company Secretary

 

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