Last checked at 28 Apr 2010 17:04
Croda International Plc - Annual General Meeting
The eighty-fifth Annual General Meeting of Croda International Plc was held at Carlton Towers, Carlton, Goole, East Yorkshire DN14 9LZ on Wednesday 28 April 2010.
Proxy votes were received from ordinary shareholders in respect of 85,606,678 ordinary shares amounting to 62.34% of the issued share capital. The total number of ordinary shares in issue: 137,312,439 (excluding shares held in treasury).
5.9% and 6.6% Cumulative Preference shareholders were entitled to vote on resolution 13 and their votes are included in the totals shown below. Proxy votes in respect of 250,279 5.9% preference shares and 104,342 6.6% preference shares were received amounting to 40.65% and 20.93% of the respective issued share capitals. The total number of 5.9% preference shares in issue: 615,562, 6.6% preference shares in issue: 498,434.
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 2009 | 85,345,697 | 107,057 | 69,571 | 13,562 | 70,791 |
| 2. To approve the directors' remuneration report for the year ended 31 December 2009 | 83,128,307 | 1,739,355 | 72,879 | 13,562 | 652,575 |
| 3. To declare a final dividend of 15 pence per ordinary share | 85,448,387 | 5,907 | 68,697 | 13,562 | 70,125 |
| 4. To elect P N N Turner as a director | 85,070,599 | 331,706 | 91,128 | 13,562 | 99,683 |
| 5. To re-elect M Humphrey as a director | 83,580,790 | 1,729,026 | 90,148 | 13,562 | 193,152 |
| 6. To re-elect M S Christie as a director | 84,984,573 | 429,572 | 90,334 | 13,562 | 88,637 |
| 7. To re-appoint PricewaterhouseCoopers LLP as auditors | 84,641,303 | 200,496 | 73,885 | 13,562 | 677,432 |
| 8. To authorise the directors to determine the remuneration of PricewaterhouseCoopers LLP | 85,305,190 | 139,742 | 75,291 | 13,562 | 72,893 |
| 9. To authorise the directors to allot relevant securities up to an aggregate nominal amount of £4,531,310 | 77,268,054 | 5,465,648 | 74,513 | 13,562 | 2,784,245 |
| 10. To authorise the directors to allot equity securities without pre-emptive rights up to an aggregate nominal amount of £699,750 | 85,410,359 | 24,187 | 76,807 | 13,562 | 81,763 |
| 11. To authorise market purchase of own shares up to a maximum of 13,700,000 ordinary shares | 85,345,479 | 91,808 | 73,675 | 13,562 | 82,154 |
| 12. That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice | 81,432,895 | 4,009,167 | 74,896 | 13,562 | 76,158 |
| 13. Amendments the Articles of Association | 82,529,076 | 3,155,584 | 177,668 | 13,562 | 85,409 |
Resolutions 1 to 9 (inclusive) were passed as ordinary resolutions and resolutions 10 to 13 (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 at the UK Listing Authority's Document Viewing Facility, The Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS.
Louise Scott
Company Secretary & Legal Counsel
28 April 2010