TIDMRSW

RNS Number : 1430I

Renishaw PLC

30 November 2022

Renishaw plc (the "Company")

Results of Annual General Meeting 2022

All resolutions proposed at the Annual General Meeting ("AGM") held on 30 November 2022 were duly passed on a poll. Resolutions 1 to 15 were passed as ordinary resolutions and resolution 16 was passed as a special resolution. The result of the poll is as follows:

 
          Resolution              Votes        %      Votes Against     %       Votes        % of         Votes 
                                    For                                          Total       ISC(1)     Withheld(2) 
                                                                                             Voted 
                                                                                              Excl 
                                                                                            Withheld 
 1. Receive the Annual 
  Report 2022                   61,785,967    98.47         963,187    1.53   62,749,154      86.21%        946,475 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 2. Approve the Remuneration 
  Report                        60,623,585    96.23       2,377,891    3.77   63,001,476      86.55%        694,153 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 3. Amend the Remuneration 
  Policy                        62,310,706    98.90         689,939    1.10   63,000,645      86.55%        694,984 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 4. Increase the Directors' 
  fees                          63,231,878    99.29         451,891    0.71   63,683,769      87.49%         11,860 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 5. Declare a final 
  dividend                      63,695,142   100.00              87    0.00   63,695,229      87.51%            400 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 6. Re-elect David 
  McMurtry as a director        44,711,842    70.25      18,935,999   29.75   63,647,841      87.44%         47,889 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 7. Re-elect John Deer 
  as a director                 47,191,603    74.14      16,456,238   25.86   63,647,841      87.44%         47,889 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 8. Re-elect Will Lee 
  as a director                 63,266,457    99.34         418,598    0.66   63,685,055      87.49%         10,675 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 9. Re-elect Allen 
  Roberts as a director         62,525,389    98.77         777,713    1.23   63,303,102      86.97%        392,527 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 10. Re-elect Catherine 
  Glickman as a director        61,398,775    97.46       1,601,475    2.54   63,000,250      86.55%        695,379 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 11. Re-elect David 
  Grant as a director           61,009,234    96.28       2,354,214    3.72   63,363,448      87.05%        332,181 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 12. Elect Juliette 
  Stacey as a director          63,669,090    99.98          14,526    0.02   63,683,616      87.49%         12,013 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 13. Elect Stephen 
  Wilson as a director          63,570,529    99.82         112,937    0.18   63,683,466      87.49%         12,163 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 14. Re-appoint Ernst 
  & Young LLP as auditors       63,301,764    99.39         390,645    0.61   63,692,409      87.50%          3,220 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 15. Authorise the 
  Audit Committee to 
  determine the auditors' 
  remuneration                  63,686,835    99.99           5,911    0.01   63,692,746      87.50%          2,883 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 16. Authorise the 
  Company to purchase 
  its own shares(3)             62,155,445    97.61       1,519,608    2.39   63,675,053      87.48%         20,576 
                               -----------  -------  --------------  ------  -----------  ----------  ------------- 
 (1) Issued Share Capital. 
  (2) A vote withheld is not a vote in law and is not counted towards 
  votes cast "For" or "Against" a resolution. 
  (3) Special resolution requiring 75% majority. 
 
 
 Votes of independent shareholders on the resolutions concerning 
  the election or re-election of the independent Non-executive Directors 
------------------------------------------------------------------------------------------------- 
 10. Re-elect Catherine 
  Glickman as a director    22,945,516   93.48   1,601,475   6.52   24,546,991   71.49%   695,379 
                           -----------  ------  ----------  -----  -----------  -------  -------- 
 11. Re-elect David 
  Grant as a director       22,555,975   90.55   2,354,214   9.45   24,910,189   72.55%   332,181 
                           -----------  ------  ----------  -----  -----------  -------  -------- 
 12. Elect Juliette 
  Stacey as a director      25,215,831   99.94      14,526   0.06   25,230,357   73.48%    12,013 
                           -----------  ------  ----------  -----  -----------  -------  -------- 
 13. Elect Stephen 
  Wilson as a director      25,117,270   99.55     112,937   0.45   25,230,207   73.48%    12,163 
                           -----------  ------  ----------  -----  -----------  -------  -------- 
 

In accordance with Listing Rule 9.2.2E, resolutions 10 to 13 inclusive were approved by: (a) the shareholders of the Company; and (b) the independent shareholders of the Company.

The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 72,788,543.

In accordance with Listing Rule 9.6.2R, a copy of resolution 16, which was passed as a special resolution, has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

The Board is pleased that the majority of resolutions were passed with a high level of support from shareholders. The Board has considered the votes against resolutions 6, the re-election of Sir David McMurtry (29.75%) and 7, the re-election of John Deer (25.86%).

To better understand the reasoning behind the votes against, the Board has considered the voting recommendation reports of proxy voting agencies and voting intentions of shareholders where these were made available to the Company before the 2022 AGM. Engagement with shareholders has also taken place both before and during the AGM with the ability to submit questions via email and receive answers before the proxy voting deadline, and dedicated Question & Answer sessions during the AGM, at our webcasts and Investor Day.

The Board will continue to engage with shareholders to further understand their views on this and any other significant matters of concern to shareholders. An update statement will be released within six months, outlining what developments have taken place to further understand the reasoning behind the votes against.

Renishaw plc

30 November 2022

 
 Registered office:    New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR 
 Registered number:    01106260, England and Wales 
 Contact name:         Jacqueline Conway 
 Contact telephone:    01453 524524 
 

www.renishaw.com

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November 30, 2022 11:38 ET (16:38 GMT)

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