Last checked at 25 May 2022 12:21
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 (number of votes)
| Discretion (number of votes) | Against (number of votes) | Abstention (number of votes) |
Ordinary Resolutions
|
|
|
|
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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
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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