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10 Jun 2021 15:54
RHI Magnesita N.V.
("RHI Magnesita" or the "Company")
Result of the Annual General Meeting 2021 ("AGM")
Following the AGM held today, 10 June 2021, RHI Magnesita announces that each of the voting resolutions set out in the Notice of Meeting to Shareholders, dated 27 April 2021, were passed by the requisite majority. A poll was held on each of the resolutions proposed. The results of the poll, incorporating proxy votes lodged in advance of the meeting, are set out below:
Resolutions | Votes for | % of votes cast | Votes against | % of votes cast
| Total votes validly cast
| Total votes cast as a % of the relevant shares in issue | Number of votes withheld |
Resolution 3 To adopt the annual accounts for the financial year ended 31 December 2020 | 38,860,089 | 99.99 | 2,082 | 0.01 | 39,070,758 | 81.53% | 208,587 |
Resolution 4 To declare a final dividend of €1.00 per share for the financial year ended 31 December 2020 | 39,050,758 | 99.95 | 20,000 | 0.05 | 39,070,758 | 81.53% | 0 |
Resolution 5 To release the directors from liability for the exercise of their respective duties during the financial year 2020 | 38,851,531 | 99.99 | 4,112 | 0.01 | 39,070,758 | 81.53% | 215,115 |
Resolution 6 To amend the Articles of Association of the Company | 38,968,117 | 99.74 | 102,288 | 0.26 | 39,070,758 | 81.53% | 353 |
Resolution 7. a. To re-elect S. Borgas | 38,961,942 | 99.72 | 108,816 | 0.28 | 39,070,758 | 81.53% | 0 |
Resolution 7. b. To re-elect I. Botha | 38,961,356 | 99.72 | 109,402 | 0.28 | 39,070,758 | 81.53% | 0 |
Resolution 8. a. To re-elect H. Cordt | 37,923,052 | 98.48 | 584,810 | 1.52 | 39,070,758 | 81.53% | 562,896 |
Resolution 8. b. To re-elect W. Ruttenstorfer | 38,959,994 | 99.72 | 110,764 | 0.28 | 39,070,758 | 81.53% | 0 |
Resolution 8. c. To re-elect S.O.L.B Prinz zu Sayn-Wittgenstein- Berleburg | 38,961,942 | 99.72 | 108,816 | 0.28 | 39,070,758 | 81.53% | 0 |
Resolution 8. d. To re-elect D.A. Schlaff | 38,961,942 | 99.72 | 108,816 | 0.28 | 39,070,758 | 81.53% | 0 |
Resolution 8. e. To re-elect K. Sevelda | 38,910,385 | 99.59 | 160,373 | 0.41 | 39,070,758 | 81.53% | 0 |
Resolution 8. f. To re-elect J. Ramsay | 38,655,733 | 98.94 | 415,025 | 1.06 | 39,070,758 | 81.53% | 0 |
Resolution 8. g. To re-elect J.E. Ashdown | 38,966,420 | 99.73 | 104,337 | 0.27 | 39,070,758 | 81.53% | 1 |
Resolution 8. h. To re-elect F.J.M. Paulus | 38,968,503 | 99.74 | 102,255 | 0.26 | 39,070,758 | 81.53% | 0 |
Resolution 8. i. To elect J.M. Brown | 37,269,208 | 95.91 | 1,588,655 | 4.09 | 39,070,758 | 81.53% | 212,895 |
Resolution 8. j. To elect M-H. Ametsreiter | 39,032,725 | 99.90 | 38,033 | 0.10 | 39,070,758 | 81.53% | 0 |
Resolution 8. k. To elect S. Heifetz | 35,498,521 | 90.86 | 3,572,237 | 9.14 | 39,070,758 | 81.53% | 0 |
Resolution 9 To re-appoint PricewaterhouseCoopers Accountants N.V. as the Company´s auditor for the financial year 2021 | 38,921,718 | 99.62 | 149,040 | 0.38 | 39,070,758 | 81.53% | 0 |
Resolution 10 To approve, as an advisory vote, the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) for the period ended 31 December 2020 | 36,339,606 | 95.83 | 1,582,904 | 4.17 | 39,070,758 | 81.53% | 1,148,248 |
Resolution 11 To adopt the Directors' Renumeration Policy which takes effect from 1 January 2021 | 37,487,854 | 95.95 | 1,582,904 | 4.05 | 39,070,758 | 81.53% | 0 |
Resolution 12 To establish the proposed remuneration of the Non‑Executive Directors | 39,070,354 | 100.00 | 404 | 0.00 | 39,070,758 | 81.53% | 0 |
Resolution 13 Authority to issue ordinary shares or grant rights to acquire ordinary shares. | 38,562,164 | 98.70 | 508,241 | 1.30 | 39,070,758 | 81.53% | 353 |
Resolution 14 Limited disapplication of pre-emption rights. | 38,770,849 | 99.23 | 299,555 | 0.77 | 39,070,758 | 81.53% | 354 |
Resolution 15 Authority to acquire shares in the Company or depositary receipts of such shares. | 38,891,222 | 99.56 | 171,155 | 0.44 | 39,070,758 | 81.53% | 8,381 |
Notes:
1. Resolutions 1 and 2 were non-voting resolutions and are therefore not included in the table above
2. The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 47,924,771.
3. A "Vote withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution.
4. In accordance with LR 9.6.2, copies of the resolutions passed have been submitted to the National Storage Mechanism website and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
5. These results will be available shortly on the Company's website at https://ir.rhimagnesita.com/
For further enquiries, please contact:
Sally Caswell, Company Secretary
Tel: +43 699 1870 6345
E-mail: sally.caswell@rhimagnesita.com
Chris Bucknall, Head of Investor Relations
Tel: +43 699 1870 6490
E‐mail: chris.Bucknall@rhimagnesita.com
About RHI Magnesita
RHI Magnesita is the leading global supplier of high-grade refractory products, systems and solutions which are critical for high-temperature processes exceeding 1,200°C in a wide range of industries, including steel, cement, non-ferrous metals and glass. With a vertically integrated value chain, from raw materials to refractory products and full performance-based solutions, RHI Magnesita serves customers around the world, with around 12,000 employees in 28 main production sites and more than 70 sales offices. RHI Magnesita intends to build on its leadership in revenue, scale, product portfolio and diversified geographic presence to expand further in high growth markets.
The Group maintains a premium listing on the Official list of the London Stock Exchange (symbol: RHIM) and is a constituent of the FTSE 250 index, with a secondary listing on the Vienna Stock Exchange (Wiener Börse). For more information please visit: www.rhimagnesita.com
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