Last checked at 4 Jun 2020 16:20
Luceco plc
(the "Company")
4 June 2020
Annual General Meeting ("AGM") Results
The Company announces that at its Annual General Meeting held earlier today all the resolutions set out in the Notice of Annual General Meeting were passed by the requisite majority. Each of the resolutions put to the AGM was voted on by way of a poll. The results of the poll for each resolution were as follows:
Resolution * indicates Special Resolution | For (No. of shares) | For (%) | Against (No. of shares) | Against (%) | Votes Withheld (No. of shares) | Total issued. share capital instructed (%) | |
1. To receive the Annual Report and Accounts | 123,369,913 | 99.99 | 11,865 | 0.01 | 425,000 | 76.73% | |
2. To approve the Directors' Remuneration Report | 123,364,708 | 99.99 | 15,666 | 0.01 | 426,404 | 76.73% | |
3. To approve the Directors' Remuneration Policy | 113,292,183 | 91.51 | 10,509,986 | 8.49 | 4,609 | 76.99% | |
4. To re-elect Giles Brand as a Director | 119,949,511 | 96.89 | 3,855,438 | 3.11 | 1,829 | 76.99% | |
5. To re-elect Caroline Brown as a Director | 113,596,664 | 91.75 | 10,208,429 | 8.25 | 1,686 | 76.99% | |
6. To re-elect John Hornby as a Director | 123,799,524 | 100.00 | 5,426 | 0.00 | 1,829 | 76.99% | |
7. To re-elect Will Hoy as a Director | 123,799,524 | 100.00 | 5,426 | 0.00 | 1,829 | 76.99% | |
8. To re-elect Tim Surridge as a Director | 123,368,084 | 99.65 | 436,865 | 0.35 | 1,829 | 76.99% | |
9. To re-elect Matt Webb as a Director | 123,352,416 | 99.63 | 452,534 | 0.37 | 1,829 | 76.99% | |
10. To re-appoint KPMG LLP as Auditor of the Company | 123,374,263 | 100.00 | 5,426 | 0.00 | 427,090 | 76.73% | |
11. To authorise the Audit Committee to determine the Auditor's remuneration | 123,799,263 | 100.00 | 5,426 | 0.00 | 2,090 | 76.99% | |
12. To authorise the Company to make political donations | 122,365,058 | 99.18 | 1,014,630 | 0.82 | 427,090 | 76.73% | |
13. To authorise the Directors to allot ordinary shares | 123,674,199 | 99.89 | 130,347 | 0.11 | 2,233 | 76.99% | |
14. To authorise the issue of equity without pre-emption rights* | 123,799,120 | 100.00 | 5,426 | 0.00 | 2,233 | 76.99% | |
15. To authorise the issue of equity without pre-emption rights in connection with an acquisition or capital investment* | 123,367,680 | 99.65 | 436,865 | 0.35 | 2,233 | 76.99% | |
16. To authorise the Company to purchase its own ordinary shares.* | 123,359,759 | 99.64 | 446,615 | 0.36 | 404 | 76.99% | |
17. To authorise the Directors to call general meetings on not less than 14 clear days' notice.* | 123,650,826 | 99.87 | 155,953 | 0.13 | 0 | 76.99% | |
*Special Resolution
For the purposes of the FCA Listing Rules, the Luceco plc Concert Party (being EPIC Investments LLP, Giles Brand and John Hornby) is a controlling shareholder, whose votes accounted for 83,531,291 of votes received (44,064,372 shares, 9,466,919 shares and 30,000,000 shares respectively). Each resolution to re-elect independent non-executive directors (resolutions 5, 7 and 8) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by: (i) the shareholders of the Company as a whole; and (ii) the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.
NOTES:
| ||
1. | All resolutions were passed.
| |
2. | Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.
| |
3. | Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.
| |
4. | A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution nor in the calculation of the proportion of "Total issued share capital instructed" for any resolution.
| |
5. | The number of shares in issue at close of business on 2 June 2020 was 160,800,000 (the "Share Capital") and at that time, the Company did not hold any shares in treasury.
| |
6. | The proportion of "Total issued share capital instructed" for any resolution is the total of votes validly cast for that resolution (i.e. the total votes "For" and "Against" that resolution) expressed as a percentage of the Share Capital.
| |
7. | The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at www.lucecoplc.com
| |
8. | A copy of resolutions 13-17 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
| |
9. | The complete poll results will be available shortly on the Company's website at www.lucecoplc.com
| |
For further information please contact:
| ||
Luceco plc John Hornby, Chief Executive Officer Matt Webb, Chief Financial Officer
| via MHP Communications 020 3128 8572 | |
MHP Communications Tim Rowntree James Bavister
| 020 3128 8572 | |