TIDMPAG
RNS Number : 2084Q
Paragon Banking Group PLC
24 February 2021
Paragon Banking Group PLC:
Result of Annual General Meeting
The Annual General Meeting ("AGM") of Paragon Banking Group PLC
(the "Company") was held today at 9.00am. All resolutions were
passed on a poll and the polling results for each resolution are
set out below:
Resolutions Votes % of Votes Against % of Votes % of Votes
For Votes Votes Total ISC Voted Withheld
Cast Cast
For Against
1. To receive
and consider
the Company's
Annual Report
and Accounts
for the year
ended 30
September
2020, the
Strategic
Report and
the Reports
of the Directors
and the Auditor. 210,735,021 99.99 30,241 0.01 210,765,262 82.09 380,628
------------ ------- -------------- --------- ------------ ----------- -----------
2. To consider
and approve
the Directors'
Remuneration
Report for
the year
ended 30
September
2020, excluding
the Directors'
Remuneration
Policy. 202,448,059 98.01 4,110,792 1.99 206,558,851 80.46 4,587,039
------------ ------- -------------- --------- ------------ ----------- -----------
3. To declare
a final dividend
of 14.4 pence
per ordinary
share payable
to holders
of ordinary
shares registered
at the close
of business
on 29 January
2021. 211,145,420 100.00 0 0.00 211,145,420 82.24 471
------------ ------- -------------- --------- ------------ ----------- -----------
4. To appoint
Peter Hill
as a director
of the Company. 211,134,324 100.00 7,710 0.00 211,142,034 82.24 3,857
------------ ------- -------------- --------- ------------ ----------- -----------
5. To appoint
Alison Morris
as a director
of the Company. 211,134,824 100.00 7,210 0.00 211,142,034 82.24 3,857
------------ ------- -------------- --------- ------------ ----------- -----------
6. To reappoint
Fiona Clutterbuck
as a director
of the Company. 210,806,872 99.86 299,011 0.14 211,105,883 82.23 40,008
------------ ------- -------------- --------- ------------ ----------- -----------
7. To reappoint
Nigel Terrington
as a director
of the Company. 210,837,890 99.91 198,789 0.09 211,036,679 82.20 109,212
------------ ------- -------------- --------- ------------ ----------- -----------
8. To reappoint
Richard Woodman
as a director
of the Company. 210,225,974 99.57 916,080 0.43 211,142,054 82.24 3,837
------------ ------- -------------- --------- ------------ ----------- -----------
9. To reappoint
Barbara Ridpath
as a director
of the Company. 210,843,705 99.86 298,249 0.14 211,141,954 82.24 3,937
------------ ------- -------------- --------- ------------ ----------- -----------
10. To reappoint
Hugo Tudor
as a director
of the Company. 210,844,455 99.86 297,599 0.14 211,142,054 82.24 3,837
------------ ------- -------------- --------- ------------ ----------- -----------
11. To reappoint
Graeme Yorston
as a director
of the Company. 210,843,175 99.86 298,879 0.14 211,142,054 82.24 3,837
------------ ------- -------------- --------- ------------ ----------- -----------
12. To reappoint
KPMG LLP
as auditor
of the Company,
to hold office
from the
conclusion
of this meeting
until the
conclusion
of the next
general meeting
at which
Accounts
are laid
before the
members. 211,134,320 100.00 9,806 0.00 211,144,126 82.24 1,765
------------ ------- -------------- --------- ------------ ----------- -----------
13. To authorise
the directors
to fix the
remuneration
of the auditor. 211,135,398 100.00 8,426 0.00 211,143,824 82.24 2,067
------------ ------- -------------- --------- ------------ ----------- -----------
14. To authorise
political
donations
and political
expenditure. 208,492,835 99.69 642,046 0.31 209,134,881 81.46 2,008,010
------------ ------- -------------- --------- ------------ ----------- -----------
15. THAT
the Board
is generally
and unconditionally
authorised
to allot
shares in
the Company. 210,348,001 99.63 788,270 0.37 211,136,271 82.24 5,970
------------ ------- -------------- --------- ------------ ----------- -----------
16. THAT,
the Board
be authorised
to disapply
pre-emption
rights on
up to five
percent of
the issued
share capital
(excluding
treasury
shares). 211,044,884 99.96 93,276 0.04 211,138,160 82.24 4,731
------------ ------- -------------- --------- ------------ ----------- -----------
17. THAT,
the Board
be authorised
to disapply
pre-emption
rights on
an additional
five percent
of the issued
share capital
(excluding
treasury
shares). 194,485,014 92.11 16,650,355 7.89 211,135,369 82.24 7,521
------------ ------- -------------- --------- ------------ ----------- -----------
18. THAT
the Company
is generally
and unconditionally
authorised
to make market
purchases. 210,762,138 99.94 116,052 0.06 210,878,190 82.14 267,700
------------ ------- -------------- --------- ------------ ----------- -----------
19. THAT,
the Board
be authorised
to allot
shares and
grant rights
to subscribe
for or to
convert any
security
into shares
in connection
with the
issue of
Additional
Tier 1 Securities. 211,050,222 99.96 87,233 0.04 211,137,455 82.24 5,435
------------ ------- -------------- --------- ------------ ----------- -----------
20. THAT,
the Board
be authorised
to disapply
pre-emption
rights in
relation
to the issue
of Additional
Tier 1 Securities. 210,979,561 99.93 143,659 0.07 211,123,220 82.23 19,670
------------ ------- -------------- --------- ------------ ----------- -----------
21. THAT
a general
meeting other
than an annual
general meeting
may be called
on not less
than 14 clear
days' notice. 206,680,942 97.89 4,463,874 2.11 211,144,816 82.24 1,075
------------ ------- -------------- --------- ------------ ----------- -----------
22. THAT
the articles
of association
be adopted
as the articles
of association
of the Company
in substitution
for, and
to the exclusion
of, the existing
articles
of association. 210,491,581 99.71 610,036 0.29 211,101,617 82.23 41,274
------------ ------- -------------- --------- ------------ ----------- -----------
23. THAT
the Company
and its subsidiaries
be authorised
to apply
a ratio of
the variable
to fixed
components
of remuneration
for those
individuals
who are classified
as Remuneration
Code Staff
of up to
2:1. 210,822,471 99.88 256,434 0.12 211,078,905 82.22 66,985
------------ ------- -------------- --------- ------------ ----------- -----------
The full text of all of the resolutions can be found in the
Notice of Annual General Meeting which is available for viewing at
the Company's website, www.paragonbankinggroup.co.uk and at the
National Storage Mechanism,
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
In accordance with paragraph 9.6.2 of the Listing Rules, a copy
of the resolutions passed at the meeting concerning special
business (being resolutions numbered 14 - 23) will shortly be
available for inspection at the National Storage Mechanism,
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries:
Carolyn Sharpe - Senior Assistant Company Secretary
07984 810427
24 February 2021
Notes:
(a) The votes "For" include those votes giving the Chair of the Board discretion.
(b) A vote "Withheld" is not counted towards the votes cast "For" or "Against" a resolution.
(c) For resolutions 4, 5, 12 and 13 as the results are reported
to two decimal places the percentage of votes "For" is shown as
100.00% and "Against" as 0.00% as there were insufficient votes
lodged "Against" to register.
(d) The issued share capital figure used to calculate the
percentage voted is 256,735,396. This is the figure as at 22
February 2021 and excludes the number of ordinary shares held in
treasury on the Register of Members as at that date.
(e) Resolutions 1 to 15 (inclusive) were ordinary resolutions.
Resolutions 16 to 22 (inclusive) were special resolutions.
Resolution 23 was subject to special procedural rules.
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END
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