Last checked at 20 May 2014 12:59
Zotefoams plc
Result of the 2014 Annual General Meeting
The 2014 Annual General Meeting of Zotefoams plc was held at the offices of Zotefoams
plc, 675 Mitcham Road, Croydon CR9 3AL on 20 May 2014.
Proxy votes were received from shareholders in respect of 21,220,514 ordinary shares amounting to 53.3% of the issued share capital. The total number of ordinary shares in issue is 39,831,312.
All resolutions put to the meeting were passed on a show of hands. The proxy votes cast in respect of the resolutions received prior to the meeting were as follows:
Resolution | For | Against | Discretion | Votes Withheld |
1. To receive the Annual Report and Accounts of the Company for the year ended 31 December 2013. | 21,214,040 | 0 | 6,474 | 0 |
2. To approve the Directors' Remuneration Policy. | 21,203,289 | 4,300 | 6,474 | 6,451 |
3. To approve the Annual Statement of the Chair of the Remuneration Committee and the Annual Report on Remuneration for the year ended 31 December 2013. | 21,204,740 | 4,300 | 6,474 | 5,000 |
4. To declare a final dividend for the year ended 31 December 2013 of 3.6 pence per ordinary share. | 21,214,040 | 0 | 6,474 | 0 |
5. To re-elect M-L Clayton as a Director. | 21,213,011 | 571 | 6,474 | 458 |
6. To re-elect R J Clowes as a Director. | 21,093,011 | 571 | 6,474 | 120,458 |
7. To re-elect N G Howard as a Director. | 21,093,582 | 0 | 6,474 | 120,458 |
8. To re-elect C G Hurst as a Director. | 21,211,849 | 1,733 | 6,474 | 458 |
9. To re-elect D B Stirling as a Director. | 21,211,278 | 2,304 | 6,474 | 458 |
10. To re-elect A Walker as a Director. | Resolution withdrawn. | |||
11. To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company. | 21,091,862 | 1,733 | 6,919 | 120,000 |
12. To authorise the Directors to determine the Auditors' remuneration. | 21,209,839 | 500 | 10,175 | 0 |
13. To authorise the Board to allot shares. | 21,083,119 | 125,921 | 6,474 | 5,000 |
14. To empower the Board pursuant to Section 570(1) of the Companies Act 2006 to allot equity securities. | 21,091,249 | 122,791 | 6,474 | 0 |
15. To authorise market purchases of shares. | 21,205,339 | 8,701 | 6,474 | 0 |
16. That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice. | 21,093,540 | 120,500 | 6,474 | 0 |
Resolutions 1 to 9 inclusive and resolutions 11, 12 and 13 were passed as ordinary resolutions and resolutions 14 to 16 inclusive were passed as special resolutions.
As previously announced on 13 May 2014, Alex Walker had tendered his resignation as a Director of the Company with effect from the close of the Annual General Meeting. Resolution 10 was withdrawn and not put to the vote.
Further details of the resolutions are given in the Notice of the 2014 Annual General Meeting which is at the rear of the 2013 Annual Report and Accounts and a copy of which is available on the Company's website and also through the National Storage Mechanism which can be found at http://www.morningstar.co.uk/uk/NSM
James Kindell
Company Secretary
20 May 2014