Topps Tiles PLC Result of AGM (2005A)

TIDMTPT

RNS Number : 2005A

Topps Tiles PLC

18 January 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

For immediate release

18 January 2024

Topps Tiles Plc

Result of AGM

Topps Tiles Plc (the "Company"), the UK's leading tile specialist, announces that at its Annual General Meeting (the "AGM") held earlier today, all of the Resolutions proposed (1 -12), save for one (Resolution 13), were duly passed by the requisite majority on a poll.

The full text of each resolution is contained in the 2024 Notice of AGM which is available on the Company's website www.toppsgroup.com.

The following table shows the total number of votes cast for each Resolution:

 
      Resolution                VOTES FOR            VOTES AGAINST          VOTES TOTAL        WITHHELD 
                          Number        %         Number       %        Number        % of 
                           of votes                of votes              of votes      ISC 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Approval of 
       the Company's 
       annual report 
 1     and accounts       159,914,063   99.99%    8,494        0.01%    159,922,557   81.31%   21,558 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Declaration 
       of a final 
 2     dividend           159,937,121   100.00%   6,994        0.00%    159,944,115   81.32%   0 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Approval of 
       the directors' 
       remuneration 
 3     report             101,269,664   63.33%    58,641,565   36.67%   159,911,229   81.30%   32,886 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Election of 
       Paul Forman 
 4     as a director      159,886,513   99.98%    35,124       0.02%    159,921,637   81.31%   22,478 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-election 
       of Robert 
       Parker as 
 5     a director         101,315,684   99.97%    34,804       0.03%    101,350,488   51.53%   58,593,627 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-election 
       of Stephen 
       Hopson as 
 6     a director         159,884,029   99.98%    36,108       0.02%    159,920,137   81.31%   23,978 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-election 
       of Keith Down 
 7     as a director      158,399,159   99.05%    1,521,097    0.95%    159,920,256   81.31%   23,859 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-election 
       of Diana Breeze 
 8     as a director      100,151,008   62.63%    59,756,964   37.37%   159,907,972   81.30%   36,143 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-election 
       of Kari Daniels 
 9     as a director      158,720,437   99.26%    1,187,535    0.74%    159,907,972   81.30%   36,143 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Re-appointment 
       of Mazars 
 10    LLP as auditor     159,909,799   99.99%    11,758       0.01%    159,921,557   81.31%   22,558 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Authorisation 
       of the auditor's 
 11    remuneration       159,911,209   99.99%    11,758       0.01%    159,922,967   81.31%   21,148 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Directors' 
       authority 
 12    to allot shares    100,358,821   62.75%    59,585,294   37.25%   159,944,115   81.32%   0 
     ------------------  ------------  --------  -----------  -------  ------------  -------  ----------- 
      Directors' 
       authority 
       to purchase 
 13    shares             101,359,797   63.37%    58,581,121   36.63%   159,940,918   81.32%   3,197 
     ------------------  ------------  --------  -----------  -------  ------------  -------  -----------

Notes

1. Any proxy appointments which gave discretion to the Chairman have been included in the "Total votes for" total.

2. A "Vote Withheld" is not a valid vote in English law and was not counted in the calculation of the proportion of the votes "For" or "Against" a Resolution.

3. As at the date of the AGM the issued share capital of the Company was 196,681,818 ordinary shares of 3.33 pence each.

The Board would like to thank shareholders for their engagement and support ahead of the AGM and throughout the year. Whilst the majority of the Resolutions were passed with majorities in excess of 50%, the Board notes that Resolution 3 (Approval of the director's remuneration report), Resolution 8 (Re-election of Diana Breeze as director) and Resolution 12 (Director's authority to allot shares), passed with a majority of less than 80% (receiving votes in favour of 63.33%, 62.63% and 62.75% respectively) and Resolution 13 (authority to purchase shares) failed to pass, receiving votes in favour of 63.37%.

In accordance with provision 4 of the UK Corporate Governance Code (the "Code"), the Board confirms that it will consult and engage with the relevant shareholders to understand and discuss their views with respect to these Resolutions. An update will be provided within six months of the AGM, in accordance with the Code.

These results will shortly be available on the Company's website at www.toppsgroup.com and, in accordance with Listing Rule 9.6.2, copies of the Resolutions that were passed at the meeting and that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.data.fca.org.uk .

Enquiries:

 
Topps Tiles Plc 
Joanne Steer, Company 
 Secretary                   0116 282 8000 
 
Citigate Dewe Rogerson 
Kevin Smith / Ellen Wilton   020 7638 9571

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