Last checked at 26 Apr 2019 15:36
Rotork plc
AGM Statement
Results of the Annual General Meeting held on 26 April 2019 at Bailbrook House Hotel,
Eveleigh Avenue, London Road, Bath BA1 7JD
The Directors are pleased to announce that the shareholders of Rotork plc (the "Company") at the Company's Annual General Meeting on Friday 26 April 2019 passed by poll all the resolutions as set out in the Notice of Annual General Meeting dated 25 March 2019.
The following table summarises the proxy voting instructions received from shareholders prior to the meeting. In total, valid proxy instructions were received in respect of 78.87% of the issued share capital.
A copy of each of the resolutions passed by the Company, other than those resolutions concerning ordinary business, will be submitted and made available for inspection from the National Storage Mechanism at www.morningstar.co.uk.
A copy of this announcement has been posted on the Company's website at www.rotork.com/investors/index/agm.
Resolution | For 3 | Against3 | No. of Votes withheld4 | Total Capital Instructed | |||
No. of Shares | % | No. of Shares | % | ||||
1. | To receive and adopt the Annual Report and Accounts and the Auditor's Report thereon for 2018 | 687,025,818
| 99.99
| 102,467
| 0.01
| 1,299,487
| 78.80%
|
2. | To declare a final dividend | 688,173,919
| 100.00
| 25,350
| 0.00
| 188,494
| 78.93%
|
3. | To re-elect JM Davis as a director | 685,985,986
| 99.68
| 2,232,155
| 0.32
| 199,632
| 78.93%
|
4. | To re-elect SA James as a director | 684,121,486
| 99.41
| 4,087,425
| 0.59
| 208,862
| 78.93%
|
5. | To re-elect MJ Lamb as a director | 677,305,786
| 98.73
| 8,706,759
| 1.27
| 2,405,227
| 78.67%
|
6. | To re-elect LM Bell as a director | 684,132,135
| 99.41
| 4,092,203
| 0.59
| 203,435
| 78.93%
|
7. | To re-elect KG Hostetler as a director | 660,740,506
| 96.02
| 27,355,765
| 3.98
| 199,632
| 78.91%
|
8. | To re-elect PG Dilnot as a director | 677,142,559
| 98.71
| 8,866,704
| 1.29
| 2,331,014
| 78.67%
|
9. | To elect AC Andersen as a director | 688,086,033
| 99.99
| 84,808
| 0.01
| 206,922
| 78.92%
|
10. | To elect TR Cobbold as a director | 681,910,886
| 99.08
| 6,297,161
| 0.92
| 209,725
| 78.93%
|
11. | To re-appoint Deloitte LLP as Auditor of the Company | 687,827,467
| 99.96
| 281,311
| 0.04
| 211,884
| 78.91%
|
12. | To authorise the directors to fix the remuneration of the Auditor | 688,081,168
| 99.98
| 133,241
| 0.02
| 204,923
| 78.93%
|
13. | To approve the Directors' Remuneration Report | 677,043,522
| 98.39
| 11,070,286
| 1.61
| 301,224
| 78.92%
|
14. | To authorise the directors to allot shares | 666,955,859
| 96.91
| 21,258,479
| 3.09
| 205,034
| 78.93%
|
15. | To enable the directors to allot shares for cash without first offering them to existing shareholders for pre-emptive issues and general purposes* | 668,984,783
| 97.21
| 19,213,904
| 2.79
| 220,645
| 78.93%
|
16. | To enable the directors to allot shares for cash without first offering them to existing shareholders for acquisitions and other capital investments* | 664,802,646
| 96.61
| 23,329,575
| 3.39
| 297,110
| 78.92%
|
17. | To authorise the Company to purchase ordinary shares* | 683,458,883
| 99.35
| 4,460,663
| 0.65
| 324,230
| 78.89%
|
18. | To authorise the Company to purchase preference shares* | 685,850,533
| 99.67
| 2,251,337
| 0.33
| 249,438
| 78.91%
|
19. | To fix the notice period for general meetings* | 605,540,547
| 88.02
| 82,454,199
| 11.98
| 190,371
| 78.90%
|
20. | To approve the Rotork Long Term Incentive Plan 2019 ("2019 LTIP") rules | 684,219,664
| 99.46
| 3,680,542
| 0.54
| 426,685
| 78.89%
|
21. | To authorise the directors to grant awards under the 2019 LTIP | 684,311,489
| 99.46
| 3,695,347
| 0.54
| 422,495
| 78.90%
|
*Special Resolution
Notes:
1. All resolutions were passed.
2. The total votes cast in favour of each resolution includes those giving the Chairman discretion.
3. Votes "For" and "Against" are expressed as a percentage of votes received.
4. A "vote withheld" is not a vote in law and is not counted in the calculation of the votes "for" or "against" a resolution.
5. The total number of ordinary 0.5p shares in issue at 6.30pm on 24 April 2019 was 871,963,909.
Enquiries:
FTI Consulting Tel: + 44 (0)20 3727 1340Nick Hasell / Susanne Yule
Rotork plc Tel: +44 (0)1225 733 200Helen Barrett-Hague, Group Legal Counsel and Company SecretaryJonathan Davis, Finance DirectorAndrew Carter, Investor Relations Director
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26 April 2019