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Regulatory News


Results of Annual General Meeting 2019

Thu, 16th May 2019 13:30


RNS Number : 2991Z
TI Fluid Systems PLC
16 May 2019

16 May 2019

TI Fluid Systems plc

(the "Company")

Results of Annual General Meeting 2019 ("AGM")

The Company announces the results of the AGM which was held today, Thursday, 16 May 2019 at 9.00 am.

All resolutions put to the meeting were approved by votes on a show of hands. The proxy position of each resolution at the close of books on 14 May 2019 at 9.00 am is set out in the table below.


VOTES FOR

VOTES AGAINST

VOTES TOTAL

VOTES WITHHELD

RESOLUTION

Number of shares

% of

shares voted

Number of shares

% of

shares voted

Number of shares

% of issued share capital

Number of shares

1

Annual report and accounts

471,801,723

100.00

0

0.00

471,801,723

90.68%

845,827

2

Directors' remuneration report

445,307,033

94.23

27,256,232

5.77

472,563,265

90.83%

84,285

3

Declaration of final dividend

100.00

0

0.00

472,647,550

90.85%

0

4

Re-election of Manfred Wennemer as a director

465,873,270

98.72

6,051,723

1.28

471,924,993

90.71%

722,557

5

Re-election of William L. Kozyra as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

6

Re-election of Timothy Knutson as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

7

Election of Andrea Dunstan as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

8

Re-election of Paul Edgerley as a director

458,040,858

96.91

14,606,692

3.09

472,647,550

90.85%

0

9

Election of Elaine Sarsynski as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

10

Re-election of John Smith as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

11

Re-election of Stephen Thomas as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

12

Re-election of Jeffrey Vanneste as a director

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

13

Re-appointment of auditor

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

14

Auditors' remuneration

472,647,550

100.00

0

0.00

472,647,550

90.85%

0

15

Directors' authority to allot shares

465,931,324

98.58

6,716,226

1.42

472,647,550

90.85%

0

16

Disapplication of pre-emption rights *

472,509,477

100.00

0

0.00

472,509,477

90.82%

138,073

17

Further disapplication of pre-emption rights *

472,349,477

99.97

160,000

0.03

472,509,477

90.82%

138,073

18

Authority to purchase shares *

99.73

1,274,600

0.27

472,647,550

90.85%

0

19

Political donations or expenditure

466,451,424

98.69

6,196,126

1.31

472,647,550

90.85%

0

20

Notice of general meeting *

471,480,491

99.75

1,167,059

0.25

472,647,550

90.85%

0

* Special resolutions

Votes excluding controlling shareholders on the resolutions concerning the re-election of the Independent Non-Executive Directors


VOTES FOR

VOTES AGAINST

VOTES TOTAL

VOTES WITHHELD

RESOLUTION

Number of shares

% of

shares voted

Number of shares

% of

shares voted

Number of shares

% of issued share capital

Number of shares

4

Re-election of Manfred Wennemer as a director

183,569,285

96.81

6,051,723

3.19

189,621,008

79.68%

722,557

7

Election of Andrea Dunstan as a director

190,343,565

100.00

0

0.00

190,343,565

79.99%

0

9

Election of Elaine Sarsynski as a director

190,343,565

100.00

0

0.00

190,343,565

79.99%

0

10

Re-election of John Smith as a director

190,343,565

100.00

0

0.00

190,343,565

79.99%

0

12

Re-election of Jeffrey Vanneste as a director

190,343,565

100.00

0

0.00

190,343,565

79.99%

0

Notes:

1. Any proxy appointments which gave discretion to the Chairman have been included in the 'For' total.

2. The total number of ordinary shares in issue at 14 May 2019 was 520,269,141.

3. Total ordinary shares held by shareholders excluding the controlling shareholder at 14 May 2019 was 237,965,156.

4. A 'Vote Withheld' is not counted towards the votes cast 'For' or 'Against' a resolution.

A copy of all resolutions passed, other than those concerning ordinary business, will today be submitted to the National Storage Mechanism in accordance with Listing Rule 9.6.2. These resolutions will shortly be available for inspection at www.morningstar.co.uk/uk/NSM

Remuneration of past director

In accordance with section 430(2B) of the Companies Act 2006, the Company confirms that Neil Carson will receive his pro-rata entitlement to Non-Executive Director fees and Audit & Risk Committee, Nomination Committee and Remuneration Committee fees for the period up to 16 May 2019. Neil will not receive any payment for loss of office or any other payments in connection with his departure.

ENDS

Enquiries:




TI Fluid Systems plc




Alpna Amar

+44 (0)1865 871824

Investor Relations




Matthew Paroly

+44 (0)1865 871855

Company Secretary




FTI Consulting

+44 (0)20 3727 1340

Richard Mountain


Nick Hasell






About TI Fluid Systems plc

TI Fluid Systems (LSE: TIFS) is a leading global manufacturer of fluid storage, carrying and delivery systems primarily for the light duty automotive market. With nearly 100 years of automotive fluid systems experience, TI Fluid Systems has manufacturing facilities in 114 locations across 28 countries serving all major global OEMs.


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
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