Ricardo PLC Result of AGM (7555T)

TIDMRCDO

RNS Number : 7555T

Ricardo PLC

17 November 2023

Ricardo plc

Result of AGM

17(th) November 2023

Ricardo plc - Results of Annual General Meeting

Ricardo plc announces that all resolutions proposed at its Annual General Meeting held on 16(th) November 2023 at 10.00am were duly passed.

Results of the Poll taken, are set out below:

A vote withheld is not a vote in law and is not counted in the calculation of proportion of votes "For" or "Against" a resolution.

 
                                                                      Issued 
                                                                       Share 
                                                                       Capital:    62,218,280 
                         VOTES        %         VOTES        %        VOTES        % of         WITHHELD 
                          FOR                    AGAINST               TOTAL        ISC VOTED    VOTES 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To receive 
       the Annual 
       Report and 
 1     Accounts          48,906,373   99.99%    2,670        0.01%    48,909,043   78.61%       11,027 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To approve 
 2     final dividend    48,774,061   100.00%   1,670        0.00%    48,775,731   78.39%       144,339 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-appoint 
 3     Auditors          48,765,764   99.98%    8,768        0.02%    48,774,532   78.39%       145,538 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To fix Auditor's 
 4     Remuneration      48,909,899   99.99%    6,168        0.01%    48,916,067   78.62%       4,003 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Judith Cottrell 
 5     as a Director     48,769,278   99.99%    3,670        0.01%    48,772,948   78.39%       147,122 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Graham Ritchie 
 6     as a Director     47,096,300   96.56%    1,675,580    3.44%    48,771,880   78.39%       148,190 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Mark Clare 
 7     as a Director     46,448,293   95.23%    2,324,655    4.77%    48,772,948   78.39%       147,122 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Laurie Bowen 
 8     as a Director     48,398,539   99.24%    371,346      0.76%    48,769,885   78.39%       150,185 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Jack Boyer 
 9     as a Director     48,398,539   99.24%    371,346      0.76%    48,769,885   78.39%       150,185 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Russell King 
 10    as a Director     39,624,250   81.24%    9,148,135    18.76%   48,772,385   78.39%       147,685 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       Malin Persson 
 11    as a Director     38,463,842   78.87%    10,306,043   21.13%   48,769,885   78.39%       150,185 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To re-elect 
       William Spencer 
 12    as a Director     48,396,749   99.23%    373,136      0.77%    48,769,885   78.39%       150,185 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To approve 
       the directors' 
       remuneration 
 13    report            47,457,971   97.31%    1,312,134    2.69%    48,770,105   78.39%       149,965 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To approve 
       the directors' 
       remuneration 
 14    policy            37,722,908   77.12%    11,191,768   22.88%   48,914,676   78.62%       5,394 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To approve 
       the amendments 
       to the rules 
       of the Ricardo 
       plc 2020 
       Long Term 
       Incentive 
 15    Plan              39,017,912   79.77%    9,896,839    20.23%   48,914,751   78.62%       5,319 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To renew 
       the authority 
       to allot 
       the relevant 
 16    securities        48,763,010   99.98%    11,374       0.02%    48,774,384   78.39%       145,686 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To display 
       Pre-Emption 
 17    Provisions        48,622,300   99.40%    294,903      0.60%    48,917,203   78.62%       2,867 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To Authorise 
       Company to 
       Purchase 
 18    own Shares        48,132,611   99.98%    9,539        0.02%    48,142,150   77.38%       777,920 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
      To Convene 
       Meetings 
       on 14 days' 
 19    notice            48,740,086   99.64%    178,064      0.36%    48,918,150   78.62%       1,920 
     -----------------  -----------  --------  -----------  -------  -----------  -----------  --------- 
 

The total number of ordinary shares in issue as at 16(th) November 2023 was 62,218,280, of these 48,920,070 including votes withheld (78.63%) were voted.

The Board acknowledges that 21.13% of the votes cast in respect of Resolution 11, (to re-elect Malin Persson as an Director of the Company), 22.88% of the votes cast in respect of Resolution 14, (to approve the Directors' Remuneration Policy) and 20.23% of the votes cast in respect of Resolution 15 (to amend the Long-Term Incentive Plan) were against the Resolutions.

With respect to Resolution 14 and 15 the Board recommended the new Policy to shareholders as it reinforces the five-year strategic plan of the Company.

The Company will reach out to the shareholders who voted against the Resolution(s) to further understand their position.

In accordance with Listing Rule 9.6.2R, a copy of the resolutions, other than those concerning ordinary business, passed by the Company at the AGM held on 16(th) November 2023 has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

A copy of the voting results shown above will also be made available on the Company's website at www.ricardo.com/en/investors/shareholder-centre/agm

The Ricardo plc LEI number is 213800ZNYAY35F4XB814

For further information contact: Harpreet Sagoo, General Counsel and Company Secretary, at [e-mail]

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November 17, 2023 02:00 ET (07:00 GMT)