14 May 2009
Cookson Group plc - Result of Annual General Meeting (AGM)
Cookson Group plc ('the Company') confirms that each of the resolutions set out in the Notice of Meeting to Shareholders dated 8 April 2009 were passed by Shareholders at today's AGM, including the following resolutions relating to items of special business:
Resolution 12 - Authority for the Company to call a general meeting on 14 clear days' notice
Resolution 13 - Authority for the Company to consolidate its ordinary shares
Resolution 14 - Authority for the Company to amend the Articles of Association - with effect from 1 October 2009
Resolution 15 - Authority for the Company to revoke any deemed limit as to the amount of shares the Company can allot - with effect from 1 October 2009
The share consolidation is due to take effect after the close of business today, when Shareholders will exchange each holding of 10 existing ordinary shares of 10p each for 1 new ordinary share of £1 each. Accordingly, applications have been made by the Company to the UK Listing Authority ('UKLA') to amend the Official List and to the London Stock Exchange to amend the trading line, whereby 276,390,091 ordinary shares of £1 each will commence trading on 15 May 2009. Application has also been made to consolidate and amend existing block listings as follows:
Cookson Group Executive Share Option Schemes
|
138,771
|
|
|
Cookson Group Employee Share Savings Scheme
|
51,060
|
It is intended that the fractional entitlements of Shareholders with shareholdings not exactly divisible by 10 will be aggregated and sold in the market on 15 May 2009 on behalf of the relevant Shareholders. Cheques in respect of the proceeds of these entitlements are expected to be despatched by 29 May 2009.
Two copies of each of the resolutions passed as special business at the AGM have been submitted to the UKLA in accordance with paragraph 9.6.2 of the Listing Rules and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility at: 25 The North Colonnade, Canary Wharf, London EH14 5HS.
The resolutions were passed at the AGM on a show of hands. Details of the proxy votes received in advance of the meeting are as follows:
|
For |
Against |
Withheld |
|||
|
Number |
% |
Number |
% |
Number |
% |
Receipt of Annual Report & Accounts |
2,132,048,091 |
100.00 |
63,820 |
0.00 |
379,495 |
0.01 |
Approval of Directors' Remuneration Report |
1,872,087,350 |
99.76 |
4,515,170 |
0.16 |
255,888,886 |
9.26 |
Re-election of M G Butterworth |
2,127,617,647 |
99.88 |
2,506,997 |
0.09 |
2,366,761 |
0.09 |
Re-election of J L Hewitt |
2,125,678,990 |
99.70 |
6,386,714 |
0.23 |
425,702 |
0.02 |
Re-election of R G Beeston |
2,114,565,942 |
99.18 |
17,500,129 |
0.63 |
425,335 |
0.02 |
Re-appointment of Auditor |
2,104,208,066 |
99.92 |
1,631,516 |
0.06 |
26,651,823 |
0.96 |
Authorisation of Auditors' Remuneration |
2,131,696,501 |
100.00 |
102,938 |
0.00 |
691,967 |
0.03 |
Authority to allot shares |
1,890,122,067 |
94.42 |
111,777,552 |
4.04 |
130,591,786 |
4.72 |
Authority to disapply pre-emption rights |
2,070,891,734 |
99.22 |
16,278,329 |
0.59 |
45,321,343 |
1.64 |
Authority to purchase own shares |
2,131,652,866 |
99.98 |
337,463 |
0.01 |
501,077 |
0.02 |
Authority to incur political expenditure |
2,081,577,967 |
99.73 |
5,531,258 |
0.20 |
45,382,181 |
1.64 |
Authority to call a general meeting on 14 clear days' notice |
2,115,584,158 |
99.22 |
16,529,737 |
0.60 |
377,511 |
0.01 |
Authority to consolidate ordinary shares |
2,131,653,130 |
99.98 |
432,871 |
0.02 |
405,405 |
0.01 |
Authority to amend the Articles of Association |
2,131,430,902 |
99.99 |
287,318 |
0.01 |
773,186 |
0.03 |
Authority to revoke any deemed limit as to the amount of share that can be allotted |
2,131,230,350 |
99.98 |
470,345 |
0.02 |
790,711 |
0.03 |
Notes
Details of the proxy votes received will also shortly be available to view on the Company's website at: www.cooksongroup.co.uk.
Cookson Group plc
165 Fleet Street
London EC4A 2AE
Tel: +44 (0) 20 7822 0000
Fax: +44 (0) 20 7822 0100
Web: www.cooksongroup.co.uk