AGM

 

Our Annual General Meeting on 12 January 2021

 

At the Company’s Annual General Meeting, which took place on 12 January 2021 at the Company’s registered office at Old Croft, Stanwix, Carlisle CA3 9BA, all resolutions were put to the meeting and approved by shareholders on a poll. 

Due to Government measures taken in response to the COVID-19 pandemic, the AGM was held as a closed meeting. Shareholders were encouraged to vote by proxy, and to submit any questions in advance of the meeting by email.  A copy of the notice of meeting can be found here.

The results of the poll on each of the resolutions were as follows:

Resolution Number of votes for % of votes for Number of votes against % of votes against Number of votes withheld Total votes cast
1. Receive Annual Report and Accounts 48,332,849 99.97 14,694 0.03 0 48,347,543
2. Declare final dividend 48,347,544 100.00 0 0 0 48,347,544
3. Re-elect Peter Page 47,113,046 97.46 1,226,513 2.54 7,984 48,347,543
4. Elect Hugh Pelham 48,263,640 99.86 67,270 0.14 16,634 48,347,544
5. Re-elect Neil Austin 48,303,596 99.93 35,964 0.07 7,984 48,347,544
6. Re-elect Alistair Wannop 47,016,481 97.26 1,323,079 2.74 7,984 48,347,544
7. Re-elect John Worby 47,120,347 97.48 1,219,213 2.52 7,984 48,347,544
8. Re-elect Ian Wood 47,109,473 97.46 1,230,087 2.54 7,984 48,347,544
9. Elect Kristen Eshak Weldon 48,243,856 99.81 93,411 0.19 10,277 48,347,544
10. Re-appoint KPMG LLP as Auditor 48,145,735 99.62 184,688 0.38 17,121 48,347,544
11. Authorise remuneration of Auditor 48,300,748 99.92 38,339 0.08 8,457 48,347,544
12. Approve Remuneration Policy 48,147,902 99.67 160,664 0.33 38,977 48,347,543
13. Approve Remuneration Report 26,350,202 54.53 21,972,845 45.47 24,496 48,347,543
14. Authorise allotment of shares 48,110,157 99.63 176,747 0.37 60,640 48,347,544
15. Disapply pre-emption (general) 48,038,080 99.42 277,974 0.58 31,490 48,347,544
16. Disapply pre-emption (investments) 48,050,152 99.45 265,901 0.55 31,490 48,347,543
17. Authorise purchase of own shares 48,175,303 99.67 157,483 0.33 14,757 48,347,543
18. Meetings on 14 days’ notice 48,202,039 99.72 133,505 0.28 12,000 48,347,544

 

The total number of votes cast was 48,347,544 which represents 52% of the total voting rights in the Company. 

A copy of the AGM Results announcement, released on 12 January 2021, can be found here.

The Board notes that although resolution 13, to approve the Directors' Remuneration Report, was passed, 45.47% of proxy votes were cast against.  Following the AGM the Committee therefore undertook an engagement exercise to better understand the views of shareholders in relation to the Remuneration Report.  The Company’s statement following that engagement exercise, published on 22 April 2021, can be viewed here.

 

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