8 Feb 2018 13:30
8 February 2018
Urban&Civic plc
Results of Annual General Meeting and Directorate Change
Urban&Civic plc (the "Company") announces that all resolutions were passed unanimously by shareholders of the Company (the "Shareholders") on a show of hands at the Company's Annual General Meeting held on Thursday 8 February 2018. Proxies were received by the Company from Shareholders in advance of the Annual General Meeting are shown below.
As previously announced, Robert Dyson did not seek re-election as a Non-Executive Director of the Board at the Annual General Meeting and therefore steps down as a Director with immediate effect.
| Resolution | For the Resolution (i) | % votes cast | Against the resolution | % votes cast | Votes Withheld (ii) |
1. | To receive and adopt the accounts of the Company for the year ended 30 September 2017. | 123,705,936 | 100.00% | 0 | 0.00% | 183 |
2. | To approve the directors' remuneration report. | 123,681,708 | 99.99% | 9,360 | 0.01% | 15,051 |
3. | To approve the directors' remuneration policy. | 117,939,613 | 95.35% | 5,756,940 | 4.65% | 9,566 |
4. | To declare a final dividend for the year of 2.0p pence per share. | 123,706,119 | 100.00% | 0 | 0.00% | 0 |
5. | To re-elect Alan Dickinson as a director of the Company. | 123,375,685 | 99.73% | 328,620 | 0.27% | 1,814 |
6. | To re-elect Nigel Hugill as a director of the Company. | 123,381,223 | 99.74% | 321,270 | 0.26% | 3,626 |
7. | To re-elect Robin Butler as a director of the Company. | 123,382,259 | 99.74% | 322,046 | 0.26% | 1,814 |
8. | To re-elect David Wood as a director of the Company. | 123,377,777 | 99.74% | 324,716 | 0.26% | 3,626 |
9. | To re-elect Ian Barlow as a director of the Company. | 123,459,533 | 99.81% | 237,272 | 0.19% | 9,314 |
10. | To re-elect June Barnes as a director of the Company. | 123,459,908 | 99.81% | 236,897 | 0.19% | 9,314 |
11. | To elect Jon Di-Stefano as a director of the Company. | 123,472,404 | 99.81% | 231,901 | 0.19% | 1,814 |
12. | To re-elect Duncan Hunter as a director of the Company. | 123,464,934 | 99.81% | 231,871 | 0.19% | 9,314 |
13. | To re-elect Mark Tagliaferri as a director of the Company. | 121,170,922 | 97.97% | 2,510,556 | 2.03% | 3,769 |
14. | To re-appoint BDO LLP as auditor to the Company. | 123,667,349 | 99.996% | 4,762 | 0.004% | 13,136 |
15. | To authorise the directors to determine the auditor's remuneration. | 123,685,064 | 99.999% | 183 | 0.0001% | 0 |
16. | To authorise the directors to allot equity securities. | 115,675,103 | 93.53% | 8,000,144 | 6.47% | 10,000 |
17. | To disapply statutory pre-emption rights. (iii) | 123,666,013 | 99.99% | 10,739 | 0.01% | 8,495 |
18. | To disapply statutory pre-emption rights (acquisitions and capital investment) (iii) | 123,659,763 | 99.99% | 10,739 | 0.01% | 14,745 |
19. | To authorise the directors to make market purchases of shares of the Company. (iii) | 123,658,127 | 99.99% | 15,308 | 0.01% | 11,812 |
20. | To approve an amendment to the Urban&Civic Performance Share Plan 2016 | 117,542,814 | 95.04% | 6,139,228 | 4.96% | 3,205 |
21. | To authorise the making of political donations by the Company. | 122,050,950 | 98.75% | 1,541,288 | 1.25% | 93,009 |
22. | To authorise the Company to call any general meeting of the Company other than the annual general meeting by notice of at least 14 clear days. (iii) | 109,631,555 | 88.64% | 14,048,076 | 11.36% | 5,616 |
Notes:
As at the date of the meeting there were 144,964,808 ordinary shares of 20 pence each in issue. Proxies amounting to 123,707,599 votes were received in respect of resolutions 1 to 12 and proxies amounting to 123,686,727 votes were received in respect of resolutions 13 to 22 (iv).
(i) Includes votes cast at the discretion of the Chairman
(ii) A vote withheld is not a vote in law and is not counted in the calculation of votes for or against a resolution
(iii) A Special Resolution requires at least 75% of votes in favour
(iv) Includes 1,480 votes cast by proxy at the discretion of a third party other than the Chairman
In accordance with Listing Rule 9.6.2, copies of resolutions other than those concerning ordinary business passed at the Annual General Meeting have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/nsm.
For further information:
Urban&Civic plc
Heather Williams 020 7509 5555