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3 Dec 2020 11:47
ANNUAL GENERAL MEETING: RESOLUTIONS
Ferguson plc (the "Company") is pleased to announce that, at its AGM held earlier today, shareholders passed each of the ordinary and special resolutions by the requisite majorities on a poll. The full text of each resolution is contained in the Notice of Annual General Meeting, which is available on the Company's website, www.fergusonplc.com.
The total number of votes cast for each resolution is set out in the table below. Resolutions 1 to 16 (inclusive) are ordinary resolutions and resolutions 17,18 and 19 are special resolutions.
Resolution | For | %* | Against | %* | Votes Total | % Votes cast** | Votes Withheld*** |
1. To receive the Company's Annual Report and Accounts | 172,490,160 | 99.86 | 240,581 | 0.14 | 172,730,741 | 76.76 | 1,786,190 |
2. To approve the Directors' Remuneration Report | 130,138,075 | 78.15 | 36,394,884 | 21.85 | 166,532,959 | 74.00 | 7,983,971 |
3. To declare a final dividend | 174,473,053 | 99.98 | 31,535 | 0.02 | 174,504,588 | 77.54 | 12,343 |
4. To elect Bill Brundage | 173,646,689 | 99.51 | 851,590 | 0.49 | 174,498,279 | 77.54 | 18,652 |
5. To re-elect Tessa Bamford | 169,964,439 | 97.40 | 4,532,662 | 2.60 | 174,497,101 | 77.54 | 19,829 |
6. To re-elect Geoff Drabble | 166,075,905 | 97.82 | 3,698,167 | 2.18 | 169,774,072 | 75.44 | 4,742,859 |
7. To re-elect Catherine Halligan | 172,971,390 | 99.13 | 1,526,467 | 0.87 | 174,497,857 | 77.54 | 19,074 |
8. To re-elect Kevin Murphy | 173,928,219 | 99.72 | 496,499 | 0.28 | 174,424,718 | 77.51 | 92,213 |
9. To re-elect Alan Murray | 172,735,653 | 98.99 | 1,762,447 | 1.01 | 174,498,100 | 77.54 | 18,831 |
10.To re-elect Tom Schmitt | 172,836,809 | 99.05 | 1,661,591 | 0.95 | 174,498,400 | 77.54 | 18,531 |
11. To re-elect Nadia Shouraboura | 173,320,798 | 99.33 | 1,177,190 | 0.67 | 174,497,988 | 77.54 | 18,943 |
12. To re-elect Jacqueline Simmonds | 172,013,973 | 98.58 | 2,484,463 | 1.42 | 174,498,436 | 77.54 | 18,494 |
13. To appoint Deloitte LLP as auditors | 172,799,108 | 99.97 | 44,332 | 0.03 | 172,843,440 | 76.81 | 1,673,491 |
14. To authorise the Audit Committee to agree the auditor's remuneration | 174,401,793 | 99.94 | 101,992 | 0.06 | 174,503,785 | 77.54 | 13,146 |
15. Authority of limited political expenditure and political donations | 173,028,574 | 99.16 | 1,471,723 | 0.84 | 174,500,297 | 77.54 | 16,634 |
16. Authority to allot securities | 160,884,450 | 92.19 | 13,623,799 | 7.81 | 174,508,249 | 77.55 | 8,682 |
17. Authority to disapply pre-emption rights | 173,736,573 | 99.97 | 51,325 | 0.03 | 173,787,898 | 77.23 | 729,033 |
18. Additional authority to disapply pre-emption rights for specified capital investment | 171,689,030 | 98.79 | 2,098,856 | 1.21 | 173,787,886 | 77.23 | 729,045 |
19. Authority to purchase own shares | 171,311,668 | 98.20 | 3,132,688 | 1.80 | 174,444,356 | 77.52 | 72,574 |
* percentage of votes cast excludes withheld votes
** percentage of issued share capital (excluding 7,130,773 treasury shares)
*** a vote withheld is not a vote in law and is not counted in the calculation of the proportion of the votes "For" or "Against" a resolution
As at December 1, 2020, the Company:
(i) had 232,171,182 issued ordinary shares of 10 pence, each ordinary share having one vote;
(ii) held 7,130,773 ordinary shares in treasury. The voting rights of treasury shares are automatically suspended; and
(iii) accordingly, had total voting rights of 225,040,409
Resolution 2 (Remuneration Report)
Ferguson has engaged with its shareholders throughout the year on its remuneration policies and is disappointed that a significant minority of shareholders voted against the remuneration report.
In light of the AGM vote the Company will consult with shareholders in the months ahead to listen carefully to their views and any concerns ahead of making remuneration decisions for the financial year ending July 31, 2021.
For further information please contact:
Graham Middlemiss, Group Company Secretary
+44 (0) 118 927 3800
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