Ashtead Group PLC Notice of AGM Results

 
TIDMAHT 
 
Ashtead Group PLC 
 
AGM Statement and Smaller Related Party Transaction 
 
8th September 2020 
 
                               ASHTEAD GROUP PLC 
 
                                (the "Company") 
 
         AGM Statement & Results and Smaller Related Party Transaction 
 
AGM Statement & Results 
 
At the Annual General Meeting of the Company "Ashtead Group plc" held on 8th 
September 2020 at 2:30pm, all resolutions put to shareholders were duly passed 
on a poll with the required majorities. The full text of each resolution is 
contained in the Notice of Annual General Meeting. Resolutions 1 to 14 were 
passed as ordinary resolutions. Resolutions 15 - 19 were passed as special 
resolutions. 
 
       ORDINARY         Votes for     % Votes Votes      % Votes  Total no.   Total % of Votes 
       RESOLUTIONS      (including    for *   against    against  of votes    voting     withheld 
                        discretionary                    *        validly     capital 
                        votes)                                    cast        voted 
                                                                              (including 
                                                                              withheld) 
                                                                              ** 
 
1.     That the         323,326,943   99.88   391,082    0.12     323,718,025 72.57      2,327,101 
       accounts for the 
       year ended 
       30 April 2020, 
       the directors' 
       report and the 
       auditors' report 
       be adopted. 
 
2.     That the         316,056,569   97.68   7,501,245  2.32     323,557,814 72.57      2,487,312 
       directors' 
       remuneration 
       report for the 
       year ended 
       30 April 2020 be 
       approved. 
 
3.     That the final   326,029,819   100     6,774      0.00     326,036,593 72.57      8,534 
       dividend 33.5 
       pence per 
       ordinary share 
       be declared for 
       the year ended 
       30 April 2020. 
 
4.     That Paul Walker 321,538,589   98.88   3,649,334  1.12     325,187,923 72.57      857,203 
       be re-elected as 
       a director. 
 
5.     That Brendan     309,004,167   94.87   16,723,470 5.13     325,727,637 72.57      317,490 
       Horgan be 
       re-elected as a 
       director. 
 
6.     That Michael     325,022,518   99.69   1,014,261  0.31     326,036,779 72.57      8,348 
       Pratt be 
       re-elected as a 
       director. 
 
7.     That Angus       322,373,729   99.53   1,533,672  0.47     323,907,401 72.57      2,137,725 
       Cockburn be 
       elected as a 
       director. 
 
8.     That Lucinda     323,606,752   99.26   2,428,684  0.74     326,035,436 72.57      9,691 
       Riches be 
       re-elected as a 
       director. 
 
9.     That Tanya       323,610,560   99.26   2,421,876  0.74     326,032,436 72.57      12,691 
       Fratto be 
       re-elected as a 
       director. 
 
10     That Lindsley    319,551,296   98.66   4,354,762  1.34     323,906,058 72.57      2,139,068 
       Ruth be 
       re-elected as a 
       director. 
 
11     That Jill        326,022,514   100     12,022     0.00     326,034,536 72.57      10,591 
       Easterbrook be 
       elected as a 
       director. 
 
12     That Deloitte    320,405,052   98.27   5,626,510  1.73     326,031,562 72.57      13,564 
       LLP be 
       re-appointed as 
       auditor of the 
       Company. 
 
13.    That the         324,626,014   99.57   1,406,521  0.43     326,032,535 72.57      12,591 
       directors be 
       authorised to 
       fix the 
       remuneration of 
       the 
       auditor of the 
       Company. 
 
14.    That the         314,889,115   96.58   11,144,162 3.42     326,033,277 72.57      11,850 
       directors are 
       authorised to 
       allot the shares 
       under section 
       551 (1) (a) and 
       (b) of the 
       Companies Act 
       2006. 
 
                        Votes for     % Votes Votes      % Votes  Total no.   Total % of Votes 
       SPECIAL          (including    for *   against    against  of votes    voting     withheld 
       RESOLUTIONS      discretionary                    *        validly     capital 
                        votes)                                    cast        voted 
                                                                              (including 
                                                                              withheld) 
                                                                              ** 
 
15.    That the         325,712,479   99.93   240,513    0.07     325,952,992 72.57      92,135 
       directors be 
       empowered to 
       disapply the 
       provisions of 
       section 561 (1) 
       to (6) of the 
       Companies Act 
       2006. 
 
16.    That the         323,365,424   99.21   2,587,767  0.79     325,953,191 72.57      91,935 
       directors be 
       empowered to 
       issue shares on 
       a non 
       pre-emptive 
       basis. 
 
17.    That the         317,588,120   97.47   8,245,151  2.53     325,833,271 72.57      211,855 
       directors be 
       authorised to 
       make market 
       purchases of the 
       Company's shares 
       under section 
       701 of the 
       Companies Act. 
 
18.    That a general   307,847,816   94.42   18,187,491 5.58     326,035,307 72.57      9,820 
       meeting other 
       than an annual 
       general meeting 
       may be called on 
       not less than 14 
       clear days' 
       notice. 
 
19     That the capital 325,969,288   99.98   55,670     0.02     326,024,958 72.57      20,169 
       of the Company 
       be reduced by 
       cancelling 
       2,840,000 
       ordinary shares 
       of 10p each. 
 
* A vote withheld is not a vote in law and is not counted in the calculation of 
the proportion of votes "for" and "against" a resolution. 
 
** Percentage of issued share capital (excluding 4,885,000 treasury shares) 
 
Smaller Related Party Transaction 
 
As described in the Notice of Annual General Meeting (the "Notice") and as 
noted on page 103 of the Company's annual report and accounts for the year 
ended 2019, the interim dividend of 7.15 pence per ordinary share paid on 5 
February 2020 (the "Interim Dividend") was made otherwise than in accordance 
with the Companies Act 2006. 
 
Following approval from the Board (excluding the Relevant Directors (as defined 
in the Notice) who were precluded from voting) and as described in the Notice, 
today the Company has entered into the Interim Deeds of Release (as defined in 
the Notice) to release the Relevant Directors and the Recipient Shareholders 
(as defined in the Notice) from any liability to repay any amount of the 
Interim Dividend. The Relevant Directors are deemed to be related parties of 
the Company under the Listing Rules in the context of the Interim Deeds of 
Release and accordingly the entry by the Company into the Interim Deeds of 
Release falls within Listing Rule 11.1.10R (smaller related party transactions) 
and this announcement is made in accordance with Listing Rule 11.1.10R(c). 
 
Contact: 
 
Will Shaw - Investment Manager, 020 7726 9700 
 
 
 
END 
 

(END) Dow Jones Newswires

September 08, 2020 12:11 ET (16:11 GMT)