TIDMPODP
RNS Number : 7001C
Pod Point Group Holdings PLC
14 June 2023
14 June 2023
Pod Point Group Holdings plc
(the "Company" or "Pod Point")
RESULT OF THE 2023 ANNUAL GENERAL MEETING
The Board is pleased to announce that all of the resolutions put
to shareholders at the Annual General Meeting held on 13 June 2023
were passed by means of a poll, including the ordinary resolutions
(resolutions 1 to 16) and special resolutions (resolutions 17 to
18) as set out in the Company's notice of AGM dated 27 April 2023.
The votes cast for resolutions 7 to 12 relating to the re-election
and election of the independent Directors were duly passed by both
a majority of the votes cast by the independent shareholders as
well as by a majority of votes cast by all shareholders. These
votes have been calculated separately and are shown in the separate
table below.
The final voting figures are shown below.
Resolution Total Votes For (*) Against (*) Withheld
Cast
Number % Number %
------------ ------ ----------- ------
1. Receiving the 2022
Report and Accounts 133,150,075 133,142,529 99.99 7,546 0.01 2,557
------------ ------------ ------ ----------- ------ ---------
2. Approval of the Annual
Report on Remuneration 133,143,703 133,115,547 99.98 28,156 0.02 8,929
------------ ------------ ------ ----------- ------ ---------
3. Re-election of Erik
Fairbairn as a Director 133,144,664 133,118,482 99.98 26,182 0.02 7,968
------------ ------------ ------ ----------- ------ ---------
4. Re-election of David
Wolffe as a Director 133,144,664 133,118,482 99.98 26,182 0.02 7,968
------------ ------------ ------ ----------- ------ ---------
5. Re-election of Philippe
Commaret as a Director 133,144,664 133,124,611 99.98 20,053 0.02 7,968
------------ ------------ ------ ----------- ------ ---------
6. Re-election of Rob
Guyler as a Director 133,144,664 132,966,073 99.87 178,591 0.13 7,968
------------ ------------ ------ ----------- ------ ---------
7. Re-election of Gareth
Davis as a Director 133,144,664 132,781,355 99.73 363,309 0.27 7,968
------------ ------------ ------ ----------- ------ ---------
8. Re-election of Margaret
Amos as a Director 133,144,664 132,967,112 99.87 177,552 0.13 7,968
------------ ------------ ------ ----------- ------ ---------
9. Re-election of Norma
Dove-Edwin as a Director 133,144,664 132,966,620 99.87 178,044 0.13 7,968
------------ ------------ ------ ----------- ------ ---------
10. Re-election of Karen
Myers as a Director 133,144,664 132,967,266 99.87 177,398 0.13 7,968
------------ ------------ ------ ----------- ------ ---------
11. Re-election of Andrew
Palmer as a Director 133,144,664 132,966,970 99.87 177,694 0.13 7,968
------------ ------------ ------ ----------- ------ ---------
12. Re-election of Erika
Schraner as a Director 133,144,664 132,767,083 99.72 377,581 0.28 7,968
------------ ------------ ------ ----------- ------ ---------
13. Re-appointment of
Deloitte LLP as auditor 133,148,998 133,134,493 99.99 14,505 0.01 3,634
------------ ------------ ------ ----------- ------ ---------
14. Authority to set
the remuneration of the
auditor 133,148,515 133,138,508 99.99 10,007 0.01 4,117
------------ ------------ ------ ----------- ------ ---------
15. Authority to make
political donations 133,088,031 133,033,727 99.96 54,304 0.04 64,601
------------ ------------ ------ ----------- ------ ---------
16. Directors' authority
to allot shares 133,149,124 130,637,013 98.11 2,512,111 1.89 3,508
------------ ------------ ------ ----------- ------ ---------
Special Resolutions
17. Authority for the
Company to purchase its
own shares 133,089,826 110,348,961 82.91 22,740,865 17.09 62,806
------------ ------------ ------ ----------- ------ ---------
18. Notice period of
14 clear days for a general
meeting 133,150,723 133,109,832 99.97 40,891 0.03 1,909
------------ ------------ ------ ----------- ------ ---------
(*) = Includes discretionary votes
Votes by Independent Shareholders
Resolution Total For (*) Against (*) Withheld
Votes Cast
Number % Number %
----------- ------ -------- -----
7. Re-election of Gareth
Davis as a Director 50,236,982 49,873,673 99.28 363,309 0.72 7,968
------------ ----------- ------ -------- ----- ---------
8. Re-election of Margaret
Amos as a Director 50,236,982 50,059,430 99.65 177,552 0.35 7,968
------------ ----------- ------ -------- ----- ---------
9. Re-election of Norma
Dove-Edwin as a Director 50,236,982 50,058,938 99.65 178,044 0.35 7,968
------------ ----------- ------ -------- ----- ---------
10. Re-election of Karen
Myers as a Director 50,236,982 50,059,584 99.65 177,398 0.35 7,968
------------ ----------- ------ -------- ----- ---------
11. Re-election of Andrew
Palmer as a Director 50,236,982 50,059,288 99.65 177,694 0.35 7,968
------------ ----------- ------ -------- ----- ---------
12. Re-election of Erika
Schraner as a Director 50,236,982 49,859,401 99.25 377,581 0.75 7,968
------------ ----------- ------ -------- ----- ---------
Whilst the Board is pleased that resolution 17 (to authorise the
Company to purchase its own shares), received the requisite level
of votes to pass as a special resolution, requiring the support of
75% of those voting, it notes the significant proportion of votes
against. Engagement has taken place with a major shareholder to
understand the reasons behind their voting and we will continue to
engage with them in relation to this matter.
As at the date of the AGM, the number of issued shares and total
voting rights of the Company was 154,125,118 shares in issue. The
Company's Articles of Association set out that every member who is
present in person or by proxy shall have one vote for every share
of which he is the holder on a poll. The scrutineer of the poll was
Equiniti Limited.
In accordance with Listing Rule 9.6.2, the Company has submitted
a copy of the resolutions dealing with the special business put to
shareholders at the AGM today to the National Storage Mechanism,
which will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Anita Guernari
Company Secretary
Enquiries
T eneo +44 207 353 4200
(Public relations advisor to 8 5fs.p odpoint@te neo .com
Pod Point)
Mark Burgess, Matt Low, Arthur
Rogers
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END
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June 14, 2023 05:10 ET (09:10 GMT)
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