30 Apr 2021 14:19
Kingspan Group plc
AGM results
30 April 2021
Shareholders of Kingspan Group plc ("the Company") are informed that following the Annual General Meeting held today, the results of the poll vote for each resolution are as follows:
RESOLUTION | VOTES FOR | VOTES AGAINST | TOTAL VOTES |
| VOTES WITHHELD | |||
NUMBER | % | NUMBER | % | NUMBER | % OF TOTALVOTINGRIGHTS |
| ||
01, TO ADOPT THE FINANCIAL STATEMENTS. | 90,029,400 | 99.87 | 119,733 | 0.13 | 90,149,133 | 49.60% |
| 183,958 |
02, DECLARE A FINAL DIVIDEND. | 90,061,591 | 99.70 | 271,500 | 0.30 | 90,333,091 | 49.70% |
| 0 |
03A, RE-ELECT GENE M. MURTAGH. | 70,560,920 | 89.41 | 8,358,375 | 10.59 | 78,919,295 | 43.42% |
| 11,413,796 |
03B, RE-ELECT GEOFF DOHERTY. | 85,464,247 | 94.87 | 4,619,871 | 5.13 | 90,084,118 | 49.57% |
| 245,361 |
03C, RE-ELECT RUSSELL SHIELS. | 85,433,407 | 94.85 | 4,638,243 | 5.15 | 90,071,650 | 49.56% |
| 261,441 |
03D, RE-ELECT GILBERT McCARTHY. | 84,690,063 | 94.69 | 4,752,695 | 5.31 | 89,442,758 | 49.21% |
| 890,333 |
03E, RE-ELECT LINDA HICKEY. | 86,498,873 | 96.60 | 3,046,107 | 3.40 | 89,544,980 | 49.27% |
| 788,111 |
03F, RE-ELECT MICHAEL CAWLEY. | 71,058,585 | 78.68 | 19,251,430 | 21.32 | 90,310,015 | 49.69% |
| 23,076 |
03G, RE-ELECT JOHN CRONIN. | 87,314,035 | 96.68 | 2,995,980 | 3.32 | 90,310,015 | 49.69% |
| 23,076 |
03H, RE-ELECT JOST MASSENBERG. | 85,185,608 | 94.33 | 5,124,407 | 5.67 | 90,310,015 | 49.69% |
| 23,076 |
03I, RE-ELECT ANNE HERATY. | 89,360,671 | 98.95 | 949,844 | 1.05 | 90,310,515 | 49.69% |
| 22,576 |
04, REMUNERATION OF AUDITORS. | 90,280,738 | 99.94 | 50,853 | 0.06 | 90,331,591 | 49.70% |
| 1,500 |
05, RECEIVE REPORT ON REMUNERATION COMMITTEE. | 55,351,412 | 63.23 | 32,183,875 | 36.77 | 87,535,287 | 48.16% |
| 2,797,804 |
06, INCREASE THE LIMIT FOR NON-EXECUTIVE DIRECTORS' FEES. | 88,888,301 | 98.43 | 1,417,714 | 1.57 | 90,306,015 | 49.69% |
| 27,076 |
07, DIRECTORS TO ALLOT SECURITIES. | 89,154,662 | 98.70 | 1,176,929 | 1.30 | 90,331,591 | 49.70% |
| 1,500 |
08, DIS-APPLICATION OF PRE-EMPTION RIGHTS. | 86,693,037 | 95.98 | 3,630,942 | 4.02 | 90,323,979 | 49.70% |
| 5,500 |
09, ADDITIONAL 5% DIS-APPLICATION OFPRE-EMPTION RIGHTS. | 89,807,900 | 99.42 | 520,079 | 0.58 | 90,327,979 | 49.70% |
| 1,500 |
10, PURCHASE OF COMPANY SHARES. | 89,778,385 | 99.44 | 501,806 | 0.56 | 90,280,191 | 49.67% |
| 52,900 |
11, RE-ISSUE OF TREASURY SHARES. | 89,979,194 | 99.61 | 353,397 | 0.39 | 90,332,591 | 49.70% |
| 500 |
12, APPROVE EGM ON 14 DAYS' NOTICE. | 84,416,001 | 93.45 | 5,917,090 | 6.55 | 90,333,091 | 49.70% |
| 0 |
Although supported by a majority of shareholders in each case, the Board notes that Resolution 3(f) and Resolution 5, were opposed by more than 20% of voting shareholders. In advance of the 2021 AGM, the Company engaged extensively with shareholders to develop an understanding of their views on the resolutions being proposed. In the coming months, the Board will continue to consult with major shareholders on these matters.
Notes to AGM figures:
1 | The percentage of votes "For" and "Against" each resolution are expressed as a percentage of the total votes cast "For" and "Against" the resolution (together the "Total Votes"). A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" and "Against" a resolution. |
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2 | The "% of Total Voting Rights" column shows the percentage that the Total Votes on that resolution represent of the total number of voting rights attached to shares in issue at the date of the AGM. The total number of voting rights attached to shares in issue at the date of the AGM was 181,742,947. |
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3 | The full terms of all resolutions were set out in the Notice to shareholders dated 22 March 2021 and made available on the Company's website www.kingspan.com/agm2021. |
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4 | Resolutions 5, 6, 7, 8, 9, 10, 11 and 12 were passed as items of special business. In accordance with the Listing Rules, copies of the resolutions passed at the AGM have been submitted to Euronext Dublin and to the UK National Storage Mechanism where they will shortly be available for inspection. |
Lorcan Dowd
Group Company Secretary