RATHBONE BROTHERS PLC ('Rathbones')
RESULTS OF THE 2018 ANNUAL GENERAL MEETING
NOTIFICATION REQUIRED BY LISTING RULE 9.6.18
At the forty-seventh Annual General Meeting of the Company held at 8 Finsbury Circus, London, EC2M 7AZ on Thursday 10 May 2018, all the resolutions proposed (which were contained in the Notice of Meeting dated 6 April 2018) were passed on a poll.
Resolutions 1 to 16 were ordinary resolutions and resolutions 17 to 20 were special resolutions.
The full text of the resolutions is set out in the Notice of Annual General Meeting, a copy of which is on the Company's website at www.rathbones.com/investor-relations/corporate-governance/general-meetings . A copy has also been made available for inspection through the National Storage Mechanism which can be found at http://www.morningstar.co.uk/uk/NSM.
The results of the poll were as follows:
Resolution | For | % | Against | % | Votes cast | Votes cast as a % of the voting capital | Withheld | |
1 | To adopt the report and accounts for the year ended 31 December 2017 | 40,624,676 | 99.94 | 22,580 | 0.06 | 40,647,256 | 79.15% | 437,752 |
2 | To approve the directors' remuneration report for the year ended 31 December 2017 | 35,351,465 | 86.91 | 5,323,547 | 13.09 | 40,675,012 | 79.20% | 409,995 |
3 | To approve the directors' remuneration policy | 34,588,745 | 85.07 | 6,068,046 | 14.93 | 40,656,791 | 79.17% | 428,216 |
4 | To approve the amendments to the rules of the 2015 Executive Incentive Plan | 40,481,820 | 98.82 | 483,186 | 1.18 | 40,965,006 | 79.77% | 120,003 |
5 | To declare a final dividend of 39p per share for the year ended 31 December 2017 | 41,071,609 | 100.00 | 0 | 0.00 | 41,071,609 | 79.97% | 13,400 |
6 | To re-elect Mark Nicholls as a director | 40,741,860 | 99.38 | 253,960 | 0.62 | 40,995,820 | 79.83% | 89,188 |
7 | To re-elect Philip Howell as a director | 40,600,078 | 99.20 | 328,711 | 0.80 | 40,928,789 | 79.70% | 156,220 |
8 | To re-elect Paul Stockton as a director | 40,952,990 | 99.71 | 117,060 | 0.29 | 41,070,050 | 79.97% | 14,959 |
9 | To re-elect James Dean as a director | 40,816,545 | 99.69 | 125,770 | 0.31 | 40,942,315 | 79.72% | 142,694 |
10 | To elect Sarah Gentleman as a director | 39,987,402 | 98.96 | 420,298 | 1.04 | 40,407,700 | 78.68% | 677,309 |
11 | To re-elect Kathryn Matthews as a director | 40,754,874 | 99.54 | 187,441 | 0.46 | 40,942,315 | 79.72% | 142,694 |
12 | To re-elect Jim Pettigrew as a director | 40,825,848 | 99.69 | 127,331 | 0.31 | 40,953,179 | 79.74% | 131,830 |
13 | To re-appoint KPMG LLP as auditors of the Company | 40,543,803 | 99.17 | 339,124 | 0.83 | 40,882,927 | 79.61% | 202,081 |
14 | To authorise the audit committee to agree the remuneration of the auditors | 40,898,049 | 99.85 | 59,959 | 0.15 | 40,958,008 | 79.75% | 127,001 |
15 | To approve an authority to make political donations and to incur political expenditure | 40,094,279 | 97.88 | 870,475 | 2.12 | 40,964,754 | 79.77% | 120,255 |
16 | To approve a general authority to allot ordinary shares | 39,444,329 | 96.30 | 1,514,485 | 3.70 | 40,958,814 | 79.75% | 126,195 |
17 | To authorise the disapplication of pre-emption rights | 40,752,585 | 99.51 | 198,864 | 0.49 | 40,951,449 | 79.74% | 133,560 |
18 | To further authorise the disapplication of pre-emption rights regarding shares issued in connection with an acquisition or capital investment | 37,123,070 | 90.65 | 3,828,378 | 9.35 | 40,951,448 | 79.74% | 133,560 |
19 | To authorise market purchases of ordinary shares | 40,620,735 | 99.18 | 337,697 | 0.82 | 40,958,432 | 79.75% | 126,576 |
20 | To authorise the convening of a general meeting (other than the AGM) of not less than 14 days' notice | 40,073,540 | 97.84 | 884,773 | 2.16 | 40,958,313 | 79.75% | 126,696 |
For the purposes of section 341 of the Companies Act 2006, the votes cast are expressed as a percentage of 51,356,140 ordinary shares. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution. In accordance with Listing Rule 9.6.2, a copy of the resolutions passed at today's AGM will be submitted to the National Storage Mechanism.
Ali Johnson
Company Secretary
Tel: 020 7399 0326