25 Apr 2019 15:19
Cobham plc LEI 213800A41R9NL49E5632
Cobham plc
Annual General Meeting held on 25 April 2019
Cobham plc is pleased to announce that at the AGM held today Thursday 25 April 2019, at 2.00pm, each resolution was passed on a poll.
The votes cast were as follows:
Resolution | Total Votes FOR | %
| Total Votes AGAINST | % | Total Votes Cast | Votes Withheld | |
1 | Report & Accounts 2018 | 50,053,160 | 99.98 | 7,706 | 0.02 | 50,060,866 | 1,379,927 |
2 | Remuneration Report | 43,055,056 | 97.32 | 1,183,836 | 2.68 | 44,238,892 | 7,201,873 |
3 | Appointment Marion Blakey | 51,290,526 | 99.73 | 139,453 | 0.27 | 51,429,979 | 10,794 |
4 | Re-appointment Michael Wareing | 49,793,931 | 96.82 | 1,633,784 | 3.18 | 51,427,715 | 13,053 |
5 | Re-appointment John McAdam | 50,973,626 | 99.12 | 453,857 | 0.88 | 51,427,483 | 13,288 |
6 | Re-appointment Alison Wood | 44,175,418 | 98.54 | 655,567 | 1.46 | 44,830,985 | 6,609,785 |
7 | Re-appointment René Médori | 42,274,443 | 94.29 | 2,557,761 | 5.71 | 44,832,204 | 6,608,564 |
8 | Re-appointment Norton Schwartz | 51,019,386 | 99.20 | 409,647 | 0.80 | 51,429,033 | 11,739 |
9 | Re-appointment David Lockwood | 51,290,996 | 99.73 | 138,651 | 0.27 | 51,429,647 | 11,127 |
10 | Re-appointment David Mellors | 51,088,742 | 99.34 | 339,719 | 0.66 | 51,428,461 | 12,312 |
11 | Appointment of Auditors | 51,369,277 | 99.88 | 61,498 | 0.12 | 51,430,775 | 9,998 |
12 | Remuneration of Auditors | 51,157,388 | 99.46 | 280,129 | 0.54 | 51,437,517 | 3,256 |
13 | Authority to purchase own shares | 50,293,213 | 98.25 | 897,884 | 1.75 | 51,191,097 | 249,674 |
14 | Authority to allot shares | 40,449,690 | 78.64 | 10,987,591 | 21.36 | 51,437,281 | 3,489 |
15 | General authority to disapply pre-emption rights | 42,620,468 | 82.86 | 8,815,855 | 17.14 | 51,436,323 | 4,450 |
16 | Additional disapplication of pre-emption rights | 39,947,745 | 77.66 | 11,489,920 | 22.34 | 51,437,665 | 3,106 |
17 | Authority to call general meetings on 14 days' notice | 50,251,434 | 97.69 | 1,187,502 | 2.31 | 51,438,936 | 1,831 |
Notes:
(1) Where shareholders appointed the chairman of the meeting as their proxy with discretion as to voting, these votes have been cast in favour of all resolutions.
(2) A vote 'WITHHELD' is not a vote in law and is not counted in the calculation of the proportion of votes 'FOR' or 'AGAINST' a resolution.
(3) Resolutions 13, 15, 16 and 17 are Special Resolutions requiring a 75% majority.
You can see from our proxy voting results above that a number of votes cast oppose resolution 14, to allot shares and resolution 16, the additional authority to allot shares without pre-emption rights. Although both votes are carried, we consider a 20% vote against any resolution to be significant. We plan to follow up with our major investors over the near future to understand the reason behind the vote result and to agree how to respond. We will announce our response within the next six months, as required by the Governance Code.
The following table provides further relevant information:
Cobham plc's One Hundred and Twenty-Ninth AGM (2019) | Cobham plc's One Hundred and Twenty-Eighth AGM (2018) | |
Issued share capital (excluding Treasury Shares) | 2,391,009,391 | 2,391,009,391 |
Total number of possible votes | 59,794,935 | 59,794,935 |
Proxy appointments lodged | 51,438,936 | 52,568,419 |
Representing % of possible vote | 86.03 | 87.9 |
Number of AGM attendees | 6 | 7 |
Total vote % on the poll | 86.03 | 87.9 |
A copy of a document setting out the resolutions passed dealing with special business at the meeting has been submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM.
The Voting results will be placed on our website (www.cobhaminvestors.com).
Lyn Colloff
Company Secretary
Cobham plc
25 April 2019
Name of contact and telephone number for queries:
Julian Wais
Director of Investor Relations
Tel: 01202 857998