10 May 2019 12:14
Morgan Advanced Materials plc
RESULTS OF ANNUAL GENERAL MEETING
Morgan Advanced Materials plc confirms that all resolutions set out in the notice of its 2019 Annual General Meeting were duly passed by the requisite number of shareholders on a poll, at the meeting held on 10 May 2019.
The poll results of each resolution are set out below. The number of the Company's Ordinary shares carrying the right to vote at the meeting was 285,369,988. Each share carried one vote.
The Board notes the outcome of the shareholder vote to re-elect Laurence Mulliez as a director and acknowledges the concerns which have been expressed regarding the number of board appointments currently held by Laurence. Although Laurence's contribution to Morgan Advanced Materials plc has not been affected by her other commitments, Laurence has indicated her intention to review her portfolio.
Resolution | Votes For (see note 1) | Votes Against (see note 1) | Votes Withheld (see note 2) | Total Votes Cast (excl. withheld votes) | % of total issued share capital voted (excl. withheld votes) | ||
Number of shares | % of total voted | Number of shares | % of total voted | ||||
1. To receive the audited accounts and the Auditor's and Directors' Reports for the year ended 31 December 2018 | 236,048,694 | 100.00 | 10,134 | 0.00 | 149,532 | 236,058,828 | 82.72% |
2. To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 31 December 2018 | 227,114,852 | 96.19 | 8,995,225 | 3.81 | 98,283 | 236,110,077 | 82.74% |
3. To approve the Directors' Remuneration Policy (as contained in the Directors' Remuneration Report for the year ended 31 December 2018) | 229,419,016 | 97.17 | 6,688,632 | 2.83 | 100,712 | 236,107,648 | 82.74% |
4. To declare a final dividend of 7.0 pence per Ordinary share | 236,194,111 | 100.00 | 8,134 | 0.00 | 6,115 | 236,202,245 | 82.77% |
5. To re-elect Jane Aikman as a Director | 234,354,786 | 99.30 | 1,656,410 | 0.70 | 197,164 | 236,011,196 | 82.70% |
6. To re-elect Helen Bunch as a Director | 234,348,876 | 99.30 | 1,656,422 | 0.70 | 203,062 | 236,005,298 | 82.70% |
7. To re-elect Douglas Caster as a Director | 234,088,701 | 99.19 | 1,921,652 | 0.81 | 198,007 | 236,010,353 | 82.70% |
8. To re-elect Laurence Mulliez as a Director | 193,890,732 | 84.46 | 35,671,521 | 15.54 | 6,646,107 | 229,562,253 | 80.44% |
9. To re-elect Pete Raby as a Director | 234,367,978 | 99.31 | 1,636,477 | 0.69 | 203,905 | 236,004,455 | 82.70% |
10. To elect Peter Turner as a Director | 234,287,376 | 99.27 | 1,719,079 | 0.73 | 201,905 | 236,006,455 | 82.70% |
11. To reappoint KPMG LLP as Auditor of the Company | 224,910,439 | 95.29 | 11,107,479 | 4.71 | 190,442 | 236,017,918 | 82.71% |
12. To authorise the Audit Committee to determine the Auditor's remuneration | 232,353,420 | 98.38 | 3,837,620 | 1.62 | 17,320 | 236,191,040 | 82.77% |
13. To authorise the Company and its subsidiaries to make political donations | 233,488,057 | 98.87 | 2,668,025 | 1.13 | 52,278 | 236,156,082 | 82.75% |
14. To authorise the Directors to allot shares | 231,137,382 | 97.86 | 5,058,988 | 2.14 | 11,990 | 236,196,370 | 82.77% |
15.* To empower the Directors to generally disapply pre-emption rights | 235,767,359 | 99.83 | 413,160 | 0.17 | 27,841 | 236,180,519 | 82.76% |
16. * To empower the Directors to disapply pre-emption rights in connection with acquisitions or capital investments | 209,318,942 | 88.63 | 26,860,577 | 11.37 | 28,841 | 236,179,519 | 82.76% |
17. * To authorise the Company to purchase its own Ordinary shares | 229,661,654 | 97.25 | 6,501,977 | 2.75 | 44,729 | 236,163,631 | 82.76% |
18.* To enable the Company to convene a general meeting (other than AGMs) on at least 14 days' notice | 229,430,382 | 97.14 | 6,753,600 | 2.86 | 24,378 | 236,183,982 | 82.76% |
In accordance with Listing Rule 9.6.2, copies of the resolutions passed by Morgan Advanced Materials plc shareholders concerning items other than ordinary business have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.
Notes:
1. Votes "for" and "against" are expressed as a percentage of votes received. Votes "for" include those at the Chairman's discretion.
2. Votes "withheld" are not votes in law and, therefore, have not been included in the calculation of the proportion of votes "for" or "against" a resolution.
* Indicates special resolution.
Enquiries: Stephanie Mackie, Company Secretary
Telephone: 01753 837000
Morgan Advanced Materials (MGAM)