Result of AGM

Hostmore PLC

07 June 2023

 

Hostmore plc (the "Company")

Results of the 2023 Annual General Meeting

7 June 2023

Hostmore plc (the "Company") is pleased to announce that at its Annual General Meeting held earlier today, all the resolutions put to its shareholders were passed by the requisite majorities.  Resolutions 1 to 11 were passed as ordinary resolutions and resolutions 12 to 15 were passed as special resolutions.

The results of the poll are set out below.

No	RESOLUTION	VOTES FOR  (incl. discretionary)	FOR  (% of votes cast)	VOTES AGAINST	AGAINST (% of votes cast)	TOTAL VOTES CAST (excluding votes withheld)	% of ISSUED  SHARE  CAPITAL   VOTED	VOTES WITHHELD
1	To receive the Company's audited financial statements, together with the Directors' and auditor's reports for the 52-week period ended 1 January 2023	68,683,640	100.00%	1,710	0.00%	68,685,350	54.46	35,592
2	To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the 52-week period ended 1 January 2023	68,654,709	99.91%	58,991	0.09%	68,713,700	54.48	7,242
3	To approve the Directors' Remuneration Policy (as contained in the Directors' Remuneration Report for the 52-week period ended 1 January 2023)	68,440,949	99.61%	270,711	0.39%	68,711,660	54.48	9,282
4	To elect Stephen Welker as a Director	68,666,592	99.93%	47,000	0.07%	68,713,592	54.48	7,350
5	To re-elect Andrew Blurton as a Director	68,666,592	99.93%	47,000	0.07%	68,713,592	54.48	7,350
6	To re-elect Alan Clark as a Director	68,676,657	99.95%	36,935	0.05%	68,713,592	54.48	7,350
7	To re-elect David Lis as a Director	68,676,657	99.95%	36,935	0.05%	68,713,592	54.48	7,350
8	To re-appoint  Pricewaterhouse-Coopers LLP as auditors of the Company	68,680,218	99.95%	34,871	0.05%	68,715,089	54.48	5,853
9	To authorise the Audit and Risk Committee to fix the remuneration of the auditors	68,682,755	99.95%	32,586	0.05%	68,715,341	54.48	5,601
10	To authorise the Company and its subsidiaries to make political donations and incur political expenditure	48,082,035	69.97%	20,631,527	30.03%	68,713,562	54.48	7,380
11	To authorise the Directors to allot shares	68,659,959	99.94%	38,855	0.06%	68,698,814	54.47	22,128
12	To authorise the Directors to disapply statutory pre-emption rights in respect of the Company's issued share capital	52,012,747	99.91%	45,811	0.09%	52,058,558	41.27	16,662,384
13	To authorise the Directors to disapply pre-emption rights for purposes of acquisitions or capital investments	51,991,551	99.87%	67,007	0.13%	52,058,558	41.27	16,662,384
14	To authorise the Company to purchase its own shares	68,670,038	99.93%	45,312	0.07%	68,715,350	54.48	5,592
15	To authorise the Directors to call a general meeting on 14 clear days' notice	68,681,432	99.95%	33,918	0.05%	68,715,350	54.48	5,592

  Notes:

1.    Any proxy arrangement which gave discretion to the Chairman has been included in the "For" totals.

2.    A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution or the total number of votes cast.

3.    The number of shares in issue in the Company on 7^th June 2023 was 126,127,279. The Company does not hold any shares in treasury.  Shareholders are entitled to one vote per ordinary share held in the Company.

4.    The Board notes that Resolution 10 (which authorises the Company and its subsidiaries to make political donations and incur political expenditure) was passed with 69.97% of votes in favour.  As stated in the Notice of AGM, it is the Company's policy that it does not make political donations nor incur political expenditure.  The approval was sought as a renewal of an existing approval and as a precautionary measure only to guard against any inadvertent breach of the statutory restrictions, particularly as the Companies Act 2006 includes broad and ambiguous definitions of the terms "political donation" and "political expenditure".  As stated in the Notice of AGM, the Board confirms that it has no intention of making any political donations, incurring political expenditure or entering into party political activities. The authority is only in respect of expenditure that might inadvertently be termed as a political donation or political expenditure and is in respect of annual expenditure up to a total of £50,000. In accordance with the UK Corporate Governance Code, the Company will publish an update within six months of this AGM.

5.   Pursuant to Listing Rule 9.6.2, copies of all resolutions, other than those concerning ordinary business, passed at the AGM today will be submitted to the National Storage Mechanism and will shortly be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

6. Results of the poll will also be available shortly to view on the Company's website at https://www.hostmoregroup.com/results-reports-presentations.

Enquiries

Hostmore plc

Alan Clark, Chief Financial Officer

Email: [e-mail]

Dentons Global Advisors

Jonathon Brill / James Styles     Tel: [phone]

Email: [e-mail]

 

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