24 May 2022 14:00
Result of AGM
Restaurant Group PLC
24 May 2022
The Restaurant Group plc (the "Company")
Results of 2022 AGM
The Annual General Meeting of The Restaurant Group plc was held on 24 May 2022.
Voting was conducted by way of a poll and all resolutions put to the Annual General Meeting were passed with the requisite majorities. Resolutions 1 to 12 (inclusive) were passed as ordinary resolutions and resolutions 13 to 17 (inclusive) were passed as special resolutions. The number of votes for and against each of the resolutions and the number of votes withheld were as follows:
Resolutions | Votes For | % | Votes Against | % | Total Votes Cast | Votes Withheld |
1. Report and Accounts 2021 | 618,082,176 | 99.99 | 50,936 | 0.01 | 618,133,112 | 5,475,137 |
2. Directors' Remuneration Report 2021 | 422,023,281 | 67.68 | 201,567,586 | 32.32 | 623,590,867 | 17,382 |
3. Re-appoint Ken Hanna as a Director | 619,595,053 | 99.36 | 3,978,579 | 0.64 | 623,573,632 | 34,617 |
4. Re-elect Andy Hornby as a Director | 620,753,038 | 99.55 | 2,832,152 | 0.45 | 623,585,190 | 23,059 |
5. Re-elect Kirk Davis as a Director | 615,615,337 | 99.51 | 3,035,303 | 0.49 | 618,650,640 | 4,957,609 |
6. Re-elect Graham Clemett as a Director | 577,102,179 | 92.55 | 46,469,805 | 7.45 | 623,571,984 | 36,265 |
7. Re-elect Alison Digges as a Director | 577,662,299 | 92.64 | 45,917,491 | 7.36 | 623,579,790 | 28,459 |
8. Re-elect Zoe Morgan as a Director | 555,741,543 | 89.12 | 67,830,425 | 10.88 | 623,571,968 | 36,281 |
9. Re-appoint Alex Gersh as a Director | 603,241,921 | 96.74 | 20,328,101 | 3.26 | 623,570,022 | 38,227 |
10. Re-appoint the Auditor | 610,956,573 | 97.98 | 12,620,796 | 2.02 | 623,577,369 | 30,880 |
11. Determine the Auditor's remuneration | 583,654,519 | 96.32 | 22,297,381 | 3.68 | 605,951,900 | 17,656,349 |
12. Authority to allot shares | 601,410,859 | 96.45 | 22,116,344 | 3.55 | 623,527,203 | 81,046 |
13. Waiver of pre-emption rights (general) | 605,715,257 | 99.96 | 222,067 | 0.04 | 605,937,324 | 17,670,925 |
14. Waiver of pre-emption rights (additional) | 600,807,710 | 99.16 | 5,110,741 | 0.84 | 605,918,451 | 17,689,798 |
15. Authority to purchase own shares | 617,519,681 | 99.20 | 4,970,227 | 0.80 | 622,489,908 | 1,118,341 |
16. Notice of General Meetings | 603,071,207 | 96.71 | 20,503,588 | 3.29 | 623,574,795 | 33,454 |
17. Cancellation of the share premium account | 623,474,181 | 99.99 | 81,686 | 0.01 | 623,555,867 | 52,382 |
Notes:
1) The total number of shares in issue at 24 May 2022 was 765,054,109.
2) Where shareholders appointed the Chairman of the meeting as their proxy with discretion as to voting, those votes have been cast in favour of the resolutions and are included in the total of those votes for.
3) Certified copies of resolutions 13 to 17 have been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
4) A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
We are pleased Resolution 2 to approve the Directors' Remuneration Report was passed by a clear majority. However, we recognise that despite the exercise of negative discretion to reduce Executive bonuses by 40%, a significant proportion of our shareholders did not support the resolution. We shall continue to engage with our shareholders in the coming months to better understand their concerns and how they can be taken into account as part of the normal policy review leading to the renewal of our policy at the 2023 AGM.
A copy of this announcement confirming the voting figures will be displayed shortly on the Company's website at www.trgplc.com.
For further details please contact:
MHP Communications (Financial PR adviser) Oliver Hughes Simon Hockridge | Tel: +44(0) 20 3128 8742
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