Last checked at 18 May 2023 13:08
Contacts: | Alistair Mackinnon-Musson | |
| Rowbell PR | Tel: 020 7717 5239 |
| Email: next@rowbellpr.com | |
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Photographs: | Photographs available at: http://press.next.co.uk/media/company-images/campaignimages.aspx | |
NEXT plc ("NEXT")
Results of 2023 Annual General Meeting ("AGM")
The Board of NEXT plc is pleased to announce that at the AGM of NEXT shareholders held on 18 May 2023 all resolutions as set out in the Notice of Meeting contained in the Annual Report and Accounts for the year ended 28 January 2023 were passed.
All resolutions were put to the meeting and approved on a poll and results are detailed below.
The total number of shares on the register at 6.30 pm on 16 May 2023, being those eligible to be voted on at the AGM, was 128,448,963.
|
| For | Against | TOTAL VOTES CAST | % of shares on register at 6.30pm 16 May 2023 | Votes withheld1 | ||
Resolution | Special / Ordinary | No. of Votes | % | No. of Votes | % | No. of Votes | % | No. of Votes |
1 To receive and adopt the accounts and reports of the directors and auditor | Ordinary | 97,308,515 | 99.70 | 294,328 | 0.30 | 97,602,843 | 75.99% | 825,471 |
2 To approve the Remuneration Policy | Ordinary | 82,611,467 | 83.99 | 15,751,694 | 16.01 | 98,363,161 | 76.58% | 65,153 |
3 To approve the Remuneration Report | Ordinary | 93,122,833 | 94.79 | 5,114,357 | 5.21 | 98,237,190 | 76.48% | 190,866 |
4 To declare a dividend of 140 pence per ordinary share | Ordinary | 98,425,002 | 100.00 | 1,521 | 0.00 | 98,426,523 | 76.63% | 1,791 |
5 To elect Jeremy Stakol as a director | Ordinary | 97,523,831 | 99.08 | 901,559 | 0.92 | 98,425,390 | 76.63% | 2,666 |
6 To re-elect Jonathan Bewes as a director | Ordinary | 95,432,934 | 96.96 | 2,992,635 | 3.04 | 98,425,569 | 76.63% | 2,487 |
7 To re-elect Soumen Das as a director | Ordinary | 94,381,546 | 96.64 | 3,279,642 | 3.36 | 97,661,188 | 76.03% | 766,868 |
8 To re-elect Tom Hall as a director | Ordinary | 94,235,612 | 95.74 | 4,189,550 | 4.26 | 98,425,162 | 76.63% | 2,894 |
9 To re-elect Tristia Harrison as a director | Ordinary | 95,433,876 | 96.96 | 2,991,593 | 3.04 | 98,425,469 | 76.63% | 2,587 |
10 To re-elect Amanda James as a director | Ordinary | 96,508,611 | 98.05 | 1,916,631 | 1.95 | 98,425,242 | 76.63% | 2,814 |
11 To re-elect Richard Papp as a director | Ordinary | 97,495,188 | 99.05 | 930,302 | 0.95 | 98,425,490 | 76.63% | 2,566 |
12 To re-elect Michael Roney as a director | Ordinary | 76,017,378 | 79.16 | 20,017,262 | 20.84 | 96,034,640 | 74.76% | 2,393,416 |
13 To re-elect Jane Shields as a director | Ordinary | 97,497,414 | 99.06 | 927,418 | 0.94 | 98,424,832 | 76.63% | 3,224 |
14 To re-elect Dame Dianne Thompson as a director | Ordinary | 95,422,066 | 96.95 | 3,002,478 | 3.05 | 98,424,544 | 76.63% | 2,997 |
15 To re-elect Lord Wolfson as a director | Ordinary | 97,640,359 | 99.20 | 785,605 | 0.80 | 98,425,964 | 76.63% | 2,092 |
16 To re-appoint PricewaterhouseCoopers LLP as auditor | Ordinary | 97,329,313 | 98.89 | 1,095,668 | 1.11 | 98,424,981 | 76.63% | 3,333 |
17 To authorise the Audit Committee to set the auditor's remuneration | Ordinary | 98,411,400 | 99.99 | 14,163 | 0.01 | 98,425,563 | 76.63% | 2,751 |
18 Directors' authority to allot shares | Ordinary | 95,502,438 | 97.03 | 2,921,758 | 2.97 | 98,424,196 | 76.63% | 3,859 |
19 General authority to disapply pre-emption rights | Special | 92,234,215 | 93.71 | 6,189,365 | 6.29 | 98,423,580 | 76.62% | 4,475 |
20 Additional authority to disapply pre-emption rights | Special | 90,556,247 | 92.19 | 7,675,143 | 7.81 | 98,231,390 | 76.48% | 196,665 |
21 Authority for on-market purchase of own shares | Special | 94,356,973 | 95.89 | 4,046,989 | 4.11 | 98,403,962 | 76.61% | 24,352 |
22 Authority for off-market purchases of own shares | 97,219,589 | 98.80 | 1,184,666 | 1.20 | 98,404,255 | 76.61% | 24,059 | |
Less votes disregarded under the provisions of the Companies Act 2006 | Special | (3,000,000) | (3,000,000) | |||||
Resolution 22 total2 | 94,219,589 | 98.76 | 1,184,666 | 1.24 | 95,404,255 | 74.27% | 24,059 | |
23 Notice period of general meetings | Special | 93,863,314 | 95.37 | 4,561,488 | 4.63 | 98,424,802 | 76.63% | 3,512 |
Whilst Resolution 12, to re-elect Michael Roney, was passed with a clear majority, the Board recognises that there was also a significant vote against this resolution. The Board will seek to engage with those shareholders who voted against this resolution. In accordance with the UK Corporate Governance Code, an update on the views received from shareholders and details of any actions taken by the Company will be published no later than 18 November 2023 by way of Stock Exchange Announcement. A summary will also be published in the 2024 Annual Report and Accounts.
In accordance with LR 9.6.2 and 9.2.6ER(1), a copy of resolutions passed as special business will be submitted as soon as practicable to the National Storage Mechanism and will be available shortly for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Note1: The 'Vote Withheld' option is provided to enable the shareholder to abstain on any resolution. It is not a vote in law and is not counted in the calculation of the proportion of votes for and against a resolution.
Note2: The total maximum number of Ordinary Shares which may be purchased by NEXT for cancellation pursuant to such contingent purchase contracts is 3.0 million. NEXT has disregarded 3.0 million votes from both the total number of votes cast in favour of the resolution and the total votes cast so that the voting of those shares did not affect the result of the poll.