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MGNS.GB Morgan Sindall Group Plc

2,326.20
6.20 (0.27%)
10:42:14 - Realtime Data
Share Name Share Symbol Market Type Share ISIN Share Description
Morgan Sindall Group Plc AQSE:MGNS.GB Aquis Stock Exchange Ordinary Share GB0008085614
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  6.20 0.27% 2,326.20 2,240.00 2,420.00 2,330.00 2,290.00 2,290.00 250 10:42:14
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Morgan Sindall Group PLC Result of AGM (4640Y)

04/05/2023 12:44pm

UK Regulatory


Morgan Sindall (AQSE:MGNS.GB)
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RNS Number : 4640Y

Morgan Sindall Group PLC

04 May 2023

Morgan Sindall Group plc

('the Company')

Result of AGM

4 May 2023

The Company announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Thursday 4 May 2023, as set out in the AGM notice.

A poll was held on each of the resolutions and all the resolutions were duly passed by the required majority. Resolutions 1 to 19 were passed as ordinary resolutions, and resolutions 20 to 23 were passed as special resolutions. The results of the poll were as follows:

 
Ordinary Resolutions     Votes for        %  Votes against       %  Total votes      % of issued share  Votes withheld 
                                                                                         capital voted 
 1. To receive and 
  accept the Company's 
  audited financial 
  statements, the 
  strategic report 
  and the directors' 
  and corporate 
  governance report 
  and the auditor's 
  report for the year 
  ended 
  31 December 2022      38,458,740  100.00%            341   0.00%   38,459,081                 81.22%         106,166 
 2. To approve the 
  final dividend of 68 
  pence per ordinary 
  share for the year 
  ended 31 December 
  2022                  38,564,057  100.00%            894   0.00%   38,564,951                 81.44%             296 
 3. To approve the 
  remuneration policy 
  as set out on pages 
  141 to 151 of the 
  Company's Annual 
  Report                27,256,102   77.81%      7,774,480  22.19%   35,030,582                 73.98%       3,534,665 
 4. To approve the 
  remuneration report, 
  (other than the part 
  containing the 
  remuneration 
  policy), 
  as set out on pages 
  134 to 163 of the 
  Company's Annual 
  Report                37,047,061   96.08%      1,512,063   3.92%   38,559,124                 81.43%           7,623 
 5. To reappoint 
  Michael Findlay as a 
  director              37,251,074   96.60%      1,311,734   3.40%   38,562,808                 81.44%           3,939 
 6. To reappoint John 
  Morgan as a director  38,528,942   99.91%         34,841   0.09%   38,563,783                 81.44%           2,964 
 7. To reappoint Steve 
  Crummett a director   38,485,321   99.80%         78,995   0.20%   38,564,316                 81.44%           2,431 
 8. To reappoint 
  Malcolm Cooper as a 
  director              38,280,862   99.27%        281,945   0.73%   38,562,807                 81.44%           3,940 
 9. To reappoint 
  Tracey Killen as a 
  director              33,945,206   96.81%      1,116,954   3.19%   35,062,160                 74.05%       3,504,587 
 10. To reappoint 
  David Lowden as a 
  director              37,924,716   98.34%        638,562   1.66%   38,563,278                 81.44%           3,469 
 11. To reappoint Jen 
  Tippin as a director  38,287,092   99.28%        276,384   0.72%   38,563,476                 81.44%           3,271 
 12. To reappoint 
  Kathy Quashie as a 
  director              38,286,568   99.28%        276,378   0.72%   38,562,946                 81.44%           3,801 
 13. To re-appoint 
  Ernst & Young LLP as 
  auditor of the 
  Company               38,558,521   99.99%          2,949   0.01%   38,561,470                 81.44%           5,277 
 14. To authorise the 
  directors to 
  determine the 
  auditor's 
  remuneration          38,563,446   99.99%          1,977   0.01%   38,565,423                 81.44%           1,324 
 15. To authorise the 
  Company and its 
  subsidiaries to make 
  donations to 
  political 
  organisations 
  and incur political 
  expenditure           38,438,808   99.68%        123,243   0.32%   38,562,051                 81.44%           5,296 
 16. To authorise the 
  directors to allot 
  shares                38,058,044   98.69%        505,585   1.31%   38,563,629                 81.44%           3,118 
 17. To approve the 
  rules of the 2023 
  Long Term Incentive 
  Plan ('the LTIP')     34,630,435   98.79%        424,657   1.21%   35,055,092                 74.03%       3,511,655 
 18. To approve the 
  rules of the 2023 
  Share Option Plan 
  ('the SOP')           38,256,655   99.22%        300,528   0.78%   38,557,183                 81.43%           9,564 
 19. To authorise the 
  increase of the 
  maximum fee paid to 
  non-executive 
  directors in 
  aggregate 
  to GBP800,000 p.a.    38,447,611   99.73%        105,884   0.27%   38,553,495                 81.42%          13,252 
Special Resolutions 
 20. General authority 
  to disapply 
  pre-emption rights    38,461,532   99.75%         96,110   0.25%   38,557,642                 81.43%           9,105 
 21. Specific 
  authority to 
  disapply pre-emption 
  rights in connection 
  with an acquisition 
  or 
  specified capital 
  investment            38,444,312   99.71%        112,558   0.29%   38,556,870                 81.43%           9,877 
 22. To authorise the 
  Company to purchase 
  its own shares        38,508,546   99.98%          8,881   0.02%   38,517,427                 81.34%          49,320 
 23. To allow meetings 
  of the Company to be 
  called on 14 clear 
  days' notice          38,155,288   98.94%        407,983   1.06%   38,563,271                 81.44%           3,476 
 

Notes:

   1.      Each shareholder present in person, or by proxy, was entitled to one vote per share held. 

2. Proxy votes which gave discretion to the Chair of the Annual General Meeting have been included in the 'For' total of the appropriate resolution.

3. A 'Vote Withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes 'For' and 'Against' any resolution nor in the calculation of the proportion of 'Total issued share capital instructed' for any resolution.

4. Votes 'For' and 'Against' any resolution are expressed as a percentage of votes validly cast for that resolution.

5. At the close of business on 3 May 2023 the total number of ordinary shares in issue was 47,352,446 and at that time, the Company did not hold any shares in treasury.

6. The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

7. While resolution 3 has passed and will be implemented, the remuneration committee appreciates that some shareholders have not been able to support the remuneration policy. The remuneration committee conducted a comprehensive engagement exercise with the Company's largest shareholders on proposed changes to the directors' remuneration policy in advance of this year's Annual General Meeting. The majority of shareholders were supportive of the resolution and of the remuneration committee's approach to future-proofing the policy. The Board is committed to open and transparent dialogue with shareholders and will continue to engage further with them to understand their views and concerns regarding this resolution. In accordance with the UK Corporate Governance Code, we will publish and update on this engagement no later than 5 November 2023.

The full text of the resolutions can be found in the Notice of Annual General Meeting which is available for inspection on the Company's website www.morgansindall.com . In accordance with LR 9.6.2, a copy of the resolutions passed which are required to be made available for inspection has been submitted to the Financial Conduct Authority's National Storage Mechanism and will shortly be available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Enquiries:

Clare Sheridan

Company Secretary

+44 (0) 20 7307 9200

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END

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May 04, 2023 07:44 ET (11:44 GMT)

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