Last checked at 19 May 2014 18:25
Tribal Group plc
Result of Annual General Meeting
At the Annual General Meeting of the members of Tribal Group plc duly convened and held on Friday 16 May 2014 a poll was held on each resolution proposed, which were passed with large majorities:
No. | Description | For | % | Against | % | Withheld |
1 | Report & Accounts | 65,767,442 | 100 | 0 | 0 | 2,000 |
2 | Remuneration Report | 56,576,941 | 86.03 | 9,191,001 | 13.97 | 1,500 |
3 | Remuneration Policy | 56,187,045 | 85.43 | 9,580,897 | 14.57 | 1,500 |
4 | Final dividend | 65,769,442 | 100 | 0 | 0 | 43,795 |
5 | Re-appoint Deloitte | 65,729,764 | 100 | 0 | 0 | 39,768 |
6 | Auditor's Remuneration | 65,748,215 | 99.99 | 2,000 | 0.01 | 19,227 |
7 | Re-elect Katherine Innes Ker | 65,767,442 | 99.99 | 2,000 | 0.01 | 0 |
8 | Re-elect John Ormerod | 65,567,582 | 99.69 | 201,860 | 0.31 | 2,940 |
9 | Re-elect Keith Evans | 65,769,442 | 100 | 0 | 0 | 0 |
10 | Re-elect Steve Breach | 65,769,442 | 100 | 0 | 0 | 0 |
11 | Re-elect Robin Crewe | 65,767,442 | 99.99 | 2,000 | 0.01 | 0 |
12 | Re-elect David Egan | 65,767,442 | 100 | 0 | 0 | 2,000 |
13 | Authority to allot shares | 65,767,442 | 99.99 | 2,000 | 0.01 | 0 |
14 | Disapply pre-emption rights | 65,730,549 | 99.94 | 38,893 | 0.06 | 0 |
15 | Change LTIP Plan | 63,872,315 | 99.86 | 91,716 | 0.14 | 1,805,411 |
16 | Purchase of own shares | 65,732,262 | 99.94 | 37,180 | 0.06 | 0 |
17 | Notice period for General Meetings | 64,019,856 | 97.34 | 1,749,586 | 2.66 | 0 |
Resolutions 14, 16 and 17 were passed as special resolutions.
The votes withheld are not a vote in law and are not counted in the overall voting figures.
Number of shares in issue: 93,716,018
Further detail on the poll figures can be found at www.tribalgroup.com, in the Investors section.
Special business
The Resolutions set out below were duly passed as special business:
15. To consider and if thought fit pass the following resolution as an Ordinary Resolution:
That the modified rules of the Tribal Group Plc Long Term Incentive Plan 2010 (the "Plan"), a draft of which is produced to this meeting and signed by the chairman of the meeting for the purposes of identification, be approved and adopted in respect of awards granted on or after the date of the meeting and the Directors of the Company be authorised to do all things necessary or expedient to carry the Plan into effect.
16. To consider and if thought fit pass the following resolution as a Special Resolution:
"That, in accordance with Article 11 of its Articles of Association, the Company is generally and unconditionally authorised for the purposes of section 701 of the 2006 Act to make market purchases (as defined in section 693(4) of the 2006 Act) of ordinary shares of 5p each in the Company ("Ordinary Shares") on such terms and in such manner as the directors of the Company may from time to time determine provided that:
(a) the maximum number of Ordinary Shares that may be purchased pursuant to this authority is 9,371,600;
(b) the maximum price which may be paid for an Ordinary Share purchased pursuant to this authority is an amount equal to 105 per cent. of the average of the middle market quotation of the Company's Ordinary Shares as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which that share is purchased and the minimum price which may be paid is 5p per Ordinary share (in each case exclusive of expenses payable by the Company); and
(c) this authority will expire at the conclusion of the annual general meeting of the Company to be held in 2015 unless renewed or extended before that time, but the Company may enter into a contract for the purchase of its Ordinary Shares under this authority before its expiry which will or may be completed wholly or partly after the expiry of this authority and may make a purchase of Ordinary Shares in pursuance of any such contract."
17. To consider and if thought fit pass the following resolution as a Special Resolution:
"That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice."
ENQUIRIES:
Tribal Group plc | Tel: 0845 123 6001 |
Keith Evans, Chief Executive | |
Stephen Breach, Group Finance Director |