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28 Apr 2011 13:42
Croda International Plc - Annual General Meeting
The eighty-sixth Annual General Meeting of Croda International Plc was held at Carlton Towers, Carlton, Goole, East Yorkshire DN14 9LZ on Thursday 28 April 2011.
Proxy votes were received from ordinary shareholders in respect of 83,780,781 ordinary shares amounting to 61.01% of the issued share capital. The total number of ordinary shares in issue: 137,312,439 (excluding shares held in treasury).
All resolutions put to the meeting were passed on a show of hands. The proxy votes cast in respect of the resolutions received prior to the meeting were as follows:
Resolution | For | Against | Discretion to Chairman | Discretion to Third Party | Withheld |
1. To receive the report of the directors and the financial statements for the year ended 31 December 2010 | 83,583,518 | 54,058 | 73,926 | 12,970 | 56,299 |
2. To approve the directors' remuneration report for the year ended 31 December 20101 | 76,215,161 | 4,333,931 | 79,906 | 12,970 | 3,138,758 |
3. To declare a final dividend of 25.25 pence per ordinary share | 83,639,568 | 0 | 73,926 | 12,970 | 54,317 |
4. To elect S G Williams as a director | 83,162,954 | 449,636 | 85,856 | 12,970 | 69,365 |
5. To elect S E Foots as a director | 83,162,819 | 452,024 | 84,950 | 12,970 | 68,018 |
6. To re-elect M C Flower as a director | 82,327,689 | 1,306,324 | 76,056 | 12,837 | 57,865 |
7. To re-elect M Humphrey as a director | 79,673,348 | 3,957,698 | 76,023 | 12,837 | 60,865 |
8. To re-elect M S Christie as a director | 83,179,171 | 452,010 | 76,943 | 12,970 | 59,677 |
9. To re-elect M C Buzzacott as a director | 83,186,666 | 445,351 | 76,107 | 12,970 | 59,677 |
10. To re-elect S Musesengwa as a director | 83,173,883 | 448,962 | 82,154 | 12,970 | 62,802 |
11. To re-elect P N N Turner as a director | 83,177,558 | 445,543 | 83,041 | 12,970 | 61,659 |
12. To re-appoint PricewaterhouseCoopers LLP as auditors | 82,249,017 | 886,343 | 80,537 | 12,970 | 551,904 |
13. To authorise the directors to determine the remuneration of PricewaterhouseCoopers LLP | 83,022,448 | 595,388 | 80,537 | 12,970 | 69,428 |
14. To authorise the directors to allot relevant securities up to an aggregate nominal amount of £4,531,310 | 78,571,993 | 2,519,138 | 82,259 | 12,970 | 2,594,411 |
15. To authorise the directors to allot equity securities without pre-emptive rights up to an aggregate nominal amount of £699,750 | 83,359,446 | 258,673 | 82,259 | 12,970 | 67,423 |
16. To authorise market purchase of own shares up to a maximum of 13,700,000 ordinary shares | 82,840,086 | 285,841 | 80,844 | 12,970 | 561,030 |
17. That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice | 80,030,047 | 3,594,688 | 85,509 | 12,970 | 57,557 |
18. Amendment to Long Term Incentive Plan | 78,323,139 | 4,616,270 | 93,829 | 12,970 | 734,563 |
Resolutions 1 to 14 (inclusive) and 18 were passed as ordinary resolutions and resolutions 15 to 17 (inclusive) were passed as special resolutions. The full text of the resolutions is set out in the Notice of Annual General Meeting, a copy of which is on the Company's website (investor centre) and has also been made available for inspection through the National Storage Mechanism which can be found at http://www.Hemscott.com/nsm.do.
Louise Scott
Company Secretary & Legal Counsel
28 April 2011
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