Last checked at 15 Nov 2019 12:53
KIER GROUP PLC
RESULT OF ANNUAL GENERAL MEETING
Kier Group plc (the "Company") announces the results of its Annual General Meeting held on 15 November 2019. The voting was held on a poll and the results for each resolution were as follows:
Resolution | Total votes validly cast1 | Votes for | % votes For2 | Votes against | % votes against2 | Votes withheld1 | |
1 | To receive the annual report and accounts for the year ended 30 June 2019 | 74,168,878 | 73,981,727 | 99.75 | 187,151 | 0.25 | 11,309 |
2 | To approve the directors' remuneration report for the year ended 30 June 2019 | 73,300,030 | 33,806,403 | 46.12 | 39,493,627 | 53.88 | 880,462 |
3 | To elect Mr A O B Davies as a director | 73,458,032 | 73,404,034 | 99.93 | 53,998 | 0.07 | 722,462 |
4 | To elect Mr S J Kesterton as a director | 73,338,557 | 73,243,633 | 99.87 | 94,924 | 0.13 | 841,061 |
5 | To re-elect Mr J R Atkinson as a director | 73,455,079 | 71,570,398 | 97.43 | 1,884,681 | 2.57 | 725,415 |
6 | To re-elect Mrs C F Baroudel as a director | 66,355,685 | 64,475,694 | 97.17 | 1,879,991 | 2.83 | 7,824,808 |
7 | To re-elect Mrs A K Bashforth as a director | 73,312,324 | 71,471,034 | 97.49 | 1,841,290 | 2.51 | 868,169 |
8 | To re-elect Mr P G Cox as a director | 73,449,629 | 71,359,588 | 97.15 | 2,090,041 | 2.85 | 730,864 |
9 | To re-elect Mr C Veritiero as a director (RESOLUTION WITHDRAWN) | n/a | n/a | n/a | n/a | n/a | n/a |
10 | To re-elect Mr A C Walker as a director | 73,463,133 | 71,619,922 | 97.49 | 1,843,211 | 2.51 | 717,311 |
11 | To re-appoint PricewaterhouseCoopers LLP as auditor | 73,970,948 | 73,693,693 | 99.63 | 277,255 | 0.37 | 209,239 |
12 | To authorise the directors to agree the remuneration of the auditor | 74,127,107 | 73,980,635 | 99.80 | 146,472 | 0.20 | 53,081 |
13 | To authorise the directors to allot shares | 74,161,567 | 74,008,776 | 99.79 | 152,791 | 0.21 | 18,621 |
14 | To authorise the directors to disapply pre-emption rights (general) | 74,125,617 | 73,333,847 | 98.93 | 791,770 | 1.07 | 54,571 |
15 | To authorise the directors to disapply pre-emption rights (acquisition or specified capital investment) | 74,150,110 | 73,853,086 | 99.60 | 297,024 | 0.40 | 30,077 |
16 | To authorise the Company to call general meetings, other than annual general meetings, on not less than 14 clear days' notice | 74,168,981 | 73,432,969 | 99.01 | 736,012 | 0.99 | 11,207 |
Notes:
1. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast. The number of ordinary shares in issue on 13 November 2019 was 162,115,870.
2. Expressed as a percentage of all votes validly cast (and does not include votes withheld).
Shareholders are entitled to one vote per share. With the exception of Resolution 2 (please see below) Resolutions 1 to 13 (inclusive) were passed as ordinary resolutions and resolutions 14 to 16 (inclusive) were passed as special resolutions.
The Board notes that 53.88% of the votes cast were against Resolution 2 (which related to the Directors' Remuneration Report).
Prior to the AGM, the Company contacted certain of its largest shareholders and will continue to reflect carefully on the points that they have raised. The Remuneration Committee will engage further with the Company's shareholders and the proxy advisers to understand their views and to decide how to address them. In addition, the Remuneration Committee will consult with shareholders when reviewing the Company's remuneration policy, which shareholders will be asked to approve at the 2020 AGM.
The Company will publish an update within the next six months on the views it has received from shareholders and the actions it has taken, or proposes to take, in response.
A copy of all resolutions passed, other than those concerning ordinary business, will today be submitted to the National Storage Mechanism in accordance with Listing Rule 9.6.2. These resolutions will shortly be available for inspection at: www.morningstar.co.uk/uk/NSM.
The Kier Group plc Legal Entity Identifier is 2138002RKCU2OM4Y7O48.
For enquiries please contact:
Phil Higgins
Deputy Company Secretary
Tel: 07562 210 903