Last checked at 18 Jan 2022 14:59
CARR'S GROUP PLC ("Carr's" or the "Group")
Result of Annual General Meeting
Carr's (CARR.L), the Agriculture and Engineering Group, confirms that all resolutions proposed at its Annual General Meeting ("AGM") held at 11:30am today, 18 January 2022, were passed by shareholders.
The results of the proxy votes cast in advance of the meeting were as set out below. Votes withheld do not count in the number of votes counted for or against a resolution.
Resolution | Number of votes for | % of votes for | Number of votes against | % of votes against | Number of votes withheld | Total votes cast |
1. Approve Annual Report and Accounts | 50,953,871 | 99.98 | 8,720 | 0.02 | 3,606 | 50,966,197 |
2. Approve final dividend | 50,966,197 | 100 | 0 | 0 | 0 | 50,966,197 |
3. Re-elect Peter Page | 39,554,034 | 77.55 | 11,452,208 | 22.45 | 22,306 | 51,028,548 |
4. Re-elect Neil Austin | 41,607,339 | 81.57 | 9,398,956 | 18.43 | 22,253 | 51,028,548 |
5. Re-elect John Worby | 50,929,362 | 99.85 | 76,933 | 0.15 | 22,253 | 51,028,548 |
6. Re-elect Ian Wood | 49,550,217 | 97.15 | 1,454,878 | 2.85 | 23,435 | 51,028,548 |
7. Appoint Grant Thornton UK LLP as Auditor | 50,903,628 | 99.92 | 41,355 | 0.08 | 21,234 | 50,966,197 |
8. Authorise remuneration of Auditor | 50,930,563 | 99.96 | 19,181 | 0.04 | 16,453 | 50,966,197 |
9. Approve Remuneration Report | 46,674,005 | 96.89 | 1,500,203 | 3.11 | 2,791,989 | 50,966,197 |
10. Authorise allotment of shares | 50,868,412 | 99.82 | 90,179 | 0.18 | 7,606 | 50,966,197 |
11. Disapply pre-emption (general) | 50,756,603 | 99.61 | 199,926 | 0.39 | 9,671 | 50,966,200 |
12. Disapply pre-emption (investments) | 50,774,503 | 99.65 | 180,879 | 0.35 | 10,818 | 50,966,200 |
13. Authorise purchase of own shares | 50,739,195 | 99.57 | 218,249 | 0.43 | 8,753 | 50,966,197 |
14. Meetings on 14 days' notice | 50,722,625 | 99.55 | 227,819 | 0.45 | 15,753 | 50,966,197 |
The total number of votes cast was 51,028,548 which represents 54% of the Company's shareholders. The Board is always open to constructive dialogue with shareholders and is grateful to all those who took the time to consider and vote on the resolutions proposed.
The Board notes that although resolutions 3 and 4, to re-elect Peter Page and Neil Austin, were each passed with a significant majority, there were a material number of votes cast against. The primary reason for this was the voting policy of a major shareholder which requires the Board to comprise a majority of independent Non-Executive Directors and at least one female member. Prior to conclusion of the AGM, the Board did satisfy such requirements although, upon Alistair Wannop and Kristen Eshak Weldon standing down at the conclusion of AGM, this is currently not the case. As previously communicated, a process is underway for the appointment of an independent Non-Executive Director. A process is also underway relating to the appointment of a new CEO for the Group at which point Peter Page will revert to the position of Non-Executive Chairman.
An update on the position will be provided within six months as required by the Corporate Governance Code 2018.
In accordance with Listing Rule 9.6.3R of the UK Financial Conduct Authority (FCA), a copy of the resolutions passed as Special Business at the AGM have been submitted to the UK Listing Authority and will be available for public inspection at the National Storage Mechanism (NSM) https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries:
Carr's Group plcMatthew Ratcliffe, Company Secretary | Tel: +44 (0) 1228 554 600 |
About Carr's Group plc:
Carr's is an international leader in manufacturing value added products and solutions, with market leading brands and robust market positions in Agriculture and Engineering, supplying customers in over 50 countries around the world. Carr's operates a decentralised business model that empowers operating subsidiaries enabling them to be competitive, agile, and effective in their individual markets whilst setting overall standards and goals.
Its Speciality Agriculture division manufactures and supplies feed blocks, minerals and boluses containing trace metals and minerals for livestock.
Its Agricultural Supplies division manufactures compound animal feed, distributes farm machinery and runs a UK network of rural stores, providing a one-stop shop for the farming community.
Its Engineering division designs and manufactures bespoke equipment, including robotic and remote handling equipment, and provides technical services primarily into nuclear, oil and gas, and defence industries.