TIDMBOY
RNS Number : 7924M
Bodycote PLC
25 May 2022
25 May 2022
Bodycote plc - Resolutions passed at the Annual General
Meeting
Bodycote plc announces that all resolutions proposed at its
Annual General Meeting held at 12 pm on 25 May 2022 were passed on
a show of hands.
Details of proxy voting instructions, lodged prior to the
Meeting are set out below:
Resolution For Discretion Against Abstention
(number (number (number (number
of votes) of votes) of votes) of votes)
Ordinary Resolutions
------------ ----------- ----------- -----------
1. To receive the annual report 169,626,546 14,432 0 144,066
------------ ----------- ----------- -----------
2. To declare a final dividend 169,770,776 13,393 13 862
------------ ----------- ----------- -----------
Re-election of directors
------------ ----------- ----------- -----------
3. To re-elect Mr D. Dayan 169,093,044 13,393 595,692 82,915
------------ ----------- ----------- -----------
4. To re-elect Mr. S.C. Harris 169,630,359 13,393 58,653 82,639
------------ ----------- ----------- -----------
5. To re-elect Ms E. Lindqvist 165,471,472 13,393 4,217,573 82,606
------------ ----------- ----------- -----------
6. To re-elect Mr. I.B. Duncan 167,183,274 13,393 2,505,738 82,639
------------ ----------- ----------- -----------
7. To re-elect Mr. D. Yates 168,900,276 13,393 788,736 82,639
------------ ----------- ----------- -----------
8. To re-elect Mr. P. Larmon 167,589,817 13,393 2,099,195 82,639
------------ ----------- ----------- -----------
9. To re-elect Ms. L. Chahbazi 167,602,761 13,393 2,085,411 83,479
------------ ----------- ----------- -----------
10. To re-elect Mr. K. Boyd 167,615,144 13,393 2,073,868 82,639
------------ ----------- ----------- -----------
11. To appoint the auditors 167,586,378 18,414 2,175,937 4,315
------------ ----------- ----------- -----------
12. To authorise the directors
to fix auditor's
remuneration 169,752,642 13,393 12,186 6,823
------------ ----------- ----------- -----------
13. To approve the report
on remuneration 155,054,298 13,393 3,053,968 11,663,385
------------ ----------- ----------- -----------
14. To approve the remuneration
policy 120,988,831 13,393 36,980,280 11,802,612
------------ ----------- ----------- -----------
15. To renew authority to
allot shares 156,767,694 17,855 1,265,840 11,733,655
------------ ----------- ----------- -----------
Special resolutions
------------ ----------- ----------- -----------
16. To renew authority for
disapplication of pre-
emption rights in respect
of 5% of issued share
capital 169,391,029 17,855 367,726 8,434
------------ ----------- ----------- -----------
17. To renew authority for
disapplication of pre-
emption rights for an additional
5% of issued share
capital 165,043,538 17,855 4,715,217 8,434
------------ ----------- ----------- -----------
18. To renew authority to
buy own shares 167,047,182 17,855 2,609,688 110,319
------------ ----------- ----------- -----------
19. To authorise general meetings
14 days' notice 167,261,568 20,578 2,500,913 1,985
------------ ----------- ----------- -----------
The number of ordinary shares in issue on 25 May 2022 was
191,456,172. A vote withheld is not a vote in law and is not
counted in the calculation of the proportion of votes validly
cast.
All resolutions presented to shareholders at today's Annual
General Meeting were passed with a majority of votes. However, the
Board recognises that some shareholders opposed resolution 14 (the
approval of the remuneration policy). While the Board is pleased
that resolution 14 has received shareholder approval, it also
acknowledges the views of the shareholders who opposed the
resolution. The principal concern being that our remuneration
policy now explicitly states that salary increases / pension
contributions for Executive Directors are determined taking into
account salary increases / pension contributions for the wider
workforce in the country the executive director lives and / or
works as well as the wider workforce across Western Europe
including the UK. We contacted our major shareholders before the
Annual General Meeting to confirm that this is not a change in how
we remunerate our Executive Directors and rather clarifies existing
practice, and to offer to discuss their views on this matter. We
will continue to engage with our shareholders to ensure views are
fully understood and report back within six months.
A copy of the Resolutions passed as Special Business at the
Annual General Meeting is being submitted to the UK Listing
Authority and will shortly be available for inspection at the FCA
Electronic Submission System , which is situated at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
U. Ball, Group Company Secretary, Bodycote plc
Tel: +44 (0)1625 505300
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END
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