SThree (STEM) SThree: AGM-AGM Statement 19-Apr-2023 / 15:40 GMT/BST
19 April 2023 SThree plc (“SThree” or the “Company”) Results of Annual General Meeting The Company announces the voting results of its Annual General Meeting held earlier today. All resolutions put to the meeting were passed with the requisite majority by means of a poll. Resolutions 1 to 16 were each passed as an Ordinary Resolutions (requiring a simple majority for them to be passed) and resolutions 17 to 19 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed). The polling results for each resolution are set out below: | | Resolution | Votes For | % | Votes Against | % | Total votes | % of ISC Voted (1) | Votes Withheld (2) | | 1 | To receive the Annual Report and Accounts for the year ended 30 November 2022. | 92,307,330 | 99.99 | 129 | 0.01 | 92,307,459 | 68.63 | 2,702,931 | | 2 | To declare a final dividend of 11 pence per ordinary share. | 95,004,604 | 99.99 | 1,140 | 0.01 | 95,005,744 | 70.64 | 4,646 | | 3 | To approve the Directors’ Remuneration Report for the year ended 30 November 2022, other than the part containing the directors’ remuneration policy. | 92,029,557 | 96.88 | 2,960,719 | 3.12 | 94,990,276 | 70.62 | 4,646 | | 4 | To approve the Directors’ Remuneration Policy | 91,519,780 | 96.35 | 3,469,671 | 3.65 | 94,989,451 | 70.62 | 20,939 | | 5 | To re-elect James Bilefield as a Director of the Company. | 91,004,721 | 95.80 | 3,993,323 | 4.20 | 94,998,044 | 70.63 | 12,346 | | 6 | To re-elect Timo Lehne as a Director of the Company. | 94,733,262 | 99.71 | 272,592 | 0.29 | 95,005,854 | 70.64 | 4,536 | | 7 | To re-elect Andrew Beach as a Director of the Company. | 94,595,009 | 99.57 | 406,533 | 0.43 | 95,001,542 | 70.63 | 8,848 | | 8 | To re-elect Denise Collis as a Director of the Company. | 92,221,617 | 99.00 | 932,248 | 1.00 | 93,153,865 | 69.26 | 1,856,525 | | 9 | To elect Elaine O’Donnell as a Director of the Company. | 93,551,749 | 98.48 | 1,444,966 | 1.52 | 94,996,715 | 70.63 | 13,675 | | 10 | To re-elect Barrie Brien as a Director of the Company. | 94,063,292 | 99.02 | 932,637 | 0.98 | 94,995,929 | 70.63 | 14,461 | | 11 | To elect Imogen Joss as a Director of the Company | 94,989,081 | 99.99 | 7,635 | 0.01 | 94,996,716 | 70.63 | 13,674 | | 12 | To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company. | 90,119,351 | 94.86 | 4,878,609 | 5.14 | 94,997,960 | 70.63 | 12,430 | | 13 | To authorise the Audit & Risk Committee to determine the Auditor’s remuneration. | 94,568,859 | 99.55 | 429,562 | 0.45 | 94,998,421 | 70.63 | 11,969 | | 14 | To authorise the Company and its subsidiaries to make political donations and incur political expenditure. | 92,980,057 | 97.88 | 2,017,335 | 2.12 | 94,997,392 | 70.63 | 12,998 | | 15 | To authorise the Directors to allot shares. | 82,162,645 | 86.49 | 12,831,374 | 13.51 | 94,994,019 | 70.63 | 16,401 | | 16 | To approve the SThree plc Global All Employee Share Plan | 94,999,238 | 99.99 | 5,107 | 0.01 | 95,004,345 | 70.63 | 6,045 | | 17 | To authorise the Company to call general meetings on not less than 14 clear days’ notice. | 93,967,330 | 98.91 | 1,031,125 | 1.09 | 94,998,455 | 70.63 | 11,935 | | 18 | To disapply statutory pre-emption rights. | 94,981,669 | 99.99 | 9,707 | 0.01 | 94,991,376 | 70.63 | 19,014 | | 19 | To authorise the Company to purchase its own Shares. | 92,925,613 | 98.04 | 1,858,396 | 1.96 | 94,784,009 | 70.47 | 226,381 |
Notes: Based on total issued share capital of 134,500,607 ordinary shares (as at 19 April 2023). A vote withheld is not a vote in law and is not counted towards votes cast “For” or “Against” a resolution. The total voting rights of the Company on 19 April 2023 were 134,464,840. The ‘For’ vote includes those giving the Chairman discretion. National Storage Mechanism In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will shortly be submitted to the FCA’s National Storage Mechanism and will be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism Enquiries: | SThree plc | 020 7268 6000 | | Timo Lehne, Chief Executive Officer Andrew Beach, Chief Financial Officer Kate Danson, Company Secretary | |
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