Last checked at 17 Dec 2014 15:22
17 December 2014
Volution Group plc
Results of Annual General Meeting
Volution Group plc (the "Company", LSE: FAN) a leading supplier of ventilation products to the residential construction market, announces that all resolutions put to the Annual General Meeting held at 11.00am on 17 December 2014 at The Lincoln Centre, 18 Lincoln's Inn Fields, London WC2A 3ED, were duly passed on a poll. The results of the poll, incorporating the proxy votes lodged in advance of the meeting, are set out below.
Resolution
| FOR 1 | AGAINST | WITHHELD 2 | TOTAL VOTE | |||
| Number of votes | % of votes cast | Number of votes | % of votes cast | Number of votes | Number of votes | |
VOTES OF ALL SHAREHOLDERS | |||||||
01 | Annual Report and Accounts | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175
|
02 | Directors' Remuneration Policy | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
03 | Directors' Remuneration Report | 179,572,767 | 99.77% | 415,408 | 0.23% | 4,000,000 | 183,988,175 |
04 | Elect Peter Hill | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
05 | Elect Adrian Barden | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
06 | Elect Gavin Chittick | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
07 | Elect Ian Dew | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
08 | Elect Ronnie George | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
09 | Elect Paul Hollingworth | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
10 | Elect Tony Reading | 179,988,175 | 100.00% | 0 | 0.00% | 4,000,000 | 183,988,175 |
11 | Re-appoint auditor | 174,102,575 | 96.73% | 5,885,600 | 3.27% | 4,000,000 | 183,988,175 |
12 | Remuneration of auditor | 174,102,575 | 96.73% | 5,885,600 | 3.27% | 4,000,000 | 183,988,175 |
13 | Authority to incur Political donations | 179,567,767 | 99.77% | 420,408 | 0.23% | 4,000,000 | 183,988,175 |
14 | Authority to allot shares | 179,140,591 | 99.53% | 847,584 | 0.47% | 4,000,000 | 183,988,175 |
15 3 | Authority to disapply pre-emption rights | 173,592,933 | 96.45% | 6,395,242 | 3.55% | 4,000,000 | 183,988,175 |
16 3 | Authority to call a general meeting on 14 clear days' notice | 179,518,399 | 99.74% | 469,776 | 0.26% | 4,000,000 | 183,988,175 |
VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDER
| |||||||
05 | Elect Adrian Barden | 57,237,088 | 100.00% | 0 | 0.00% | 4,000,000 | 61,237,088 |
09 | Elect Paul Hollingworth | 57,237,088 | 100.00% | 0 | 0.00% | 4,000,000 | 61,237,088 |
10 | Elect Tony Reading | 57,237,088 | 100.00% | 0 | 0.00% | 4,000,000 | 61,237,088 |
Notes:
1. Any proxy appointments giving discretion to the Chairman of the Meeting have been included in the "For" totals above.
2. A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
3. Indicates Special Resolutions requiring a 75% majority to be passed.
4. As the Company has a controlling shareholder (Windmill Holdings B.V.) as defined in the Financial Conduct Authority's Listing Rules, each resolution to elect an independent director (resolutions 5, 9 & 10) has under Listing Rule 9.2.2E been approved by a majority of the votes cast by:
· the shareholders of the Company as a whole; and
· the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.
5. The Company's total ordinary shares in issue (total voting rights) as at 17 December 2014, was 200,000,000 ordinary shares of 1 pence each. The total ordinary shares (total voting rights) held by shareholders excluding the controlling shareholder as at 17 December 2014 was 77,248,913 ordinary shares of 1 pence each. Ordinary shareholders are entitled to one vote per ordinary share held.
6. The proxy votes received, including votes withheld, amount to 91.99% of the total issued share capital.
In accordance with UK Listing Rule 9.6.2 copies of all the resolutions passed other than resolutions concerning ordinary business have been submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available for inspection at www.Hemscott.com/nsm.do.
The Notice of Annual General Meeting 2014 together with the Annual Report and Accounts 2014 can be found on the Company's website at:
http://www.volutiongroupplc.com/investors/reports-results-and-presentations
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Enquiries:
Volution Group plc
Michael Anscombe, Company Secretary +44 (0) 1293 441662
Notes to Editors:
Volution Group plc (LSE: FAN) is a leading supplier of ventilation products to the residential construction market in the UK, Sweden and Germany.
The Group sold approximately 20 million ventilation products and accessories in the financial year ended 31 July 2014. It consists of five key brands, focused primarily on the UK, Swedish and German ventilation markets - Vent-Axia, Manrose, Fresh, PAX and inVENTer - and operates through two divisions: the Ventilation Group, which principally supplies ventilation products for residential construction applications in the UK, Sweden and Germany and ventilation products for commercial construction applications in the UK; and Torin-Sifan, which supplies motors, fans and blowers to OEMs of heating and ventilation products for both residential and commercial construction applications in Europe.
For more information, please go to: http://www.volutiongroupplc.com/