17 NOVEMBER 2009
SMITHS GROUP PLC - RESULT OF AGM
LISTING RULE LR 9.6.18 R
The Company is pleased to announce that all the resolutions proposed at the Annual General Meeting held on 17 November 2009 were subject to polls and were passed by the necessary majority.
Details of the results of the polls on the resolutions are shown below and will be posted on the Company's website, www.smiths.com.
No. |
Resolutions |
Votes for |
% |
Votes against |
% |
Votes total |
Votes withheld |
1. |
Adoption of Report and Accounts |
279,089,261 |
99.96 |
116,473 |
0.04 |
279,205,734 |
123,855 |
2. |
Approval of Directors' Remuneration Report |
272,946,188 |
97.87 |
5,926,384 |
2.13 |
278,872,572 |
457,082 |
3. |
Declaration of final dividend |
279,200,092 |
>99.99 |
5,112 |
<0.01 |
279,205,204 |
124,386 |
4. |
Re-election of Sir Kevin Tebbit as a director |
277,207,692 |
99.65 |
977,129 |
0.35 |
278,184,821 |
1,144,835 |
5. |
Election of Ms A.C. Quinn as a director |
277,523,998 |
99.77 |
645,719 |
0.23 |
278,169,717 |
1,156,606 |
6. |
Reappointment of PricewaterhouseCoopers LLP as auditor |
278,313,724 |
99.69 |
879,352 |
0.31 |
279,193,076 |
126,985 |
7. |
Auditor's remuneration |
278,576,323 |
99.79 |
595,997 |
0.21 |
279,172,320 |
147,807 |
8. |
Authority to issue shares pursuant to s551 Companies Act 2006 |
268,753,948 |
98.22 |
4,880,250 |
1.78 |
273,634,198 |
5,685,735 |
9. |
Authority to disapply pre-emption rights |
276,235,686 |
98.95 |
2,936,418 |
1.05 |
279,172,104 |
157,437 |
10. |
Authority to make market purchases of shares |
278,083,909 |
99.60 |
1,113,282 |
0.40 |
279,197,191 |
129,132 |
11. |
Changes to Articles and adoption of new Articles of Association |
271,565,630 |
97.91 |
5,788,159 |
2.09 |
277,353,789 |
1,972,198 |
12. |
Authority to call a general meeting other than an AGM on no less than 14 days notice |
255,584,987 |
91.54 |
23,612,525 |
8.46 |
279,197,512 |
131,931 |
13. |
Authority to make political donations etc. |
274,118,052 |
98.22 |
4,961,238 |
1.78 |
279,079,290 |
246,967 |
Notes:
(i) Where shareholders appointed the Chairman as their proxy with discretion as to voting, their votes were cast in favour of the resolutions and their shares have been included in the "votes for" column.
(ii) A "vote withheld" is not a vote in law and is not counted in the calculation of the percentages of the votes cast for and against a resolution.
(iii) There are 389,794,514 ordinary shares of 37.5p in issue.
(iv) Resolutions Nos. 1 to 8 and 13 were ordinary resolutions. Resolutions Nos. 9 to 12 were special resolutions.
LISTING RULE LR 9.6.11 R
Mr P.J. Jackson retired as a director of the Company and as the Senior Independent Director at the conclusion of the Annual General Meeting held on 17 November 2009. Mr D.J. Challen has been designated the Senior Independent Director in his stead.
LISTING RULE LR 9.6.3 R
The Company has forwarded to the Document Viewing Facility of the UK Listing Authority two copies of the resolutions not constituting ordinary business which were passed at the Annual General Meeting.
The above-mentioned copies will shortly be available for viewing at the Document Viewing Facility, at the address below, from 9:00 am to 5:30 pm on every weekday except bank holidays.
Document Viewing Facility
UK Listing Authority
The Financial Services Authority
25 The North Colonnade
Canary Wharf
London E14 5HS
Printed copies of the resolutions may be obtained by writing to The Secretary, Smiths Group plc, 2nd Floor, Cardinal Place, 80 Victoria Street, London SW1E 5JL.