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Share Name Share Symbol Market Type Share ISIN Share Description
Foxtons Group Plc LSE:FOXT London Ordinary Share GB00BCKFY513 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  1.70 3.21% 54.70 54.20 54.70 56.20 53.90 53.90 738,728 16:35:00
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Real Estate 93.6 -1.4 -1.0 - 178

Foxtons Group PLC Result of AGM

22/04/2021 3:14pm

UK Regulatory (RNS & others)


Foxtons (LSE:FOXT)
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RNS Number : 3525W

Foxtons Group PLC

22 April 2021

Foxtons Group plc

(the "Company")

22 April 2021

Annual General Meeting ("AGM") Results

The Company announces that at its Annual General Meeting held earlier today all the resolutions set out in the Notice of Annual General Meeting were passed by the requisite majority. Each of the resolutions put to the AGM was voted on by way of a poll. The results of the poll for each resolution were as follows:

 
Resolution                              For          For       Against       Against   Votes Withheld    Total issued 
 * indicates Special               (No. of shares)   (%)    (No. of shares)    (%)     (No. of shares)   share capital 
 Resolution                                                                                               instructed 
  1. To receive the 
   Annual Report and 
   Accounts.                        241,536,157     99.66      820,730        0.34       2,042,116       242,356,887 
  2. To approve the 
   Annual Statement 
   from the Remuneration 
   Committee Chairman 
   and the Annual Report 
   on Remuneration.                 141,561,432     60.63     91,918,950      39.37      10,918,621      233,480,382 
  3. To re-elect Ian 
   Barlow as a Director.            236,033,634     97.17     6,881,739       2.83       1,483,630       242,915,373 
  4. To re-elect Nicholas 
   Budden as a Director.            202,423,781     82.83     41,963,362      17.17        11,860        244,387,143 
  5. To re-elect Patrick 
   Franco as a Director             242,096,143     99.66      819,230        0.34       1,483,630       242,915,373 
  6. To re-elect Alan 
   Giles as a Director.             158,001,714     67.41     76,386,929      32.59      10,010,360      234,388,643 
  7. To re-elect Richard 
   Harris as a Director             242,097,443     99.66      819,430        0.34       1,482,130       242,916,873 
  8. To re-elect Sheena 
   Mackay as a Director.            238,190,280     98.05     4,726,593       1.95       1,482,130       242,916,873 
  9. To re-elect Rosie 
   Shapland as a Director.          238,190,480     98.05     4,726,393       1.95       1,482,130       242,916,873 
  10. To re-appoint 
   BDO LLP as auditors 
   of the Company.                  242,091,586     99.66      824,287        0.34       1,483,130       242,915,873 
  11. To authorise 
   the Audit Committee 
   to determine the 
   remuneration of 
   the Company's auditors.          242,096,721     99.66      819,652        0.34       1,482,630       242,916,373 
  12. To authorise 
   the Company to make 
   political donations.             238,867,970     98.33     4,058,763       1.67       1,472,270       242,926,733 
  13. To authorise 
   the Directors to 
   allot ordinary shares.           241,726,402     99.51     1,188,833       0.49       1,483,768       242,915,235 
  14. To authorise 
   the disapplication 
   of pre-emption rights.*          230,820,887     95.02     12,104,208      4.98       1,473,908       242,925,095 
  15. To authorise 
   the additional disapplication 
   of pre-emption rights.*          240,799,781     99.13     2,125,314       0.87       1,473,908       242,925,095 
  16. To authorise 
   the Company to purchase 
   its own ordinary 
   shares.*                         242,072,677     99.65      844,696        0.35       1,481,630       242,917,373 
  17. To authorise 
   the Directors to 
   hold general meetings 
   on not less than 
   14 clear days' notice.*          241,333,983     99.35     1,583,190       0.65       1,481,830       242,917,173 
 

*Special Resolution

The Board notes that a significant number of votes were cast against Resolution 2, an advisory vote on the implementation of the Company's 2020 Remuneration Policy, itself approved by 79% of shareholders at last year's AGM, and against Resolution 6, the reappointment of Alan Giles, the Chairman of the Remuneration Committee. It is clear that a significant proportion of shareholders did not agree with the decision to pay bonuses to Executives under the Bonus Banking Plan, on the basis that the company had benefited from Government support.

This is notwithstanding that discretion had been exercised to reduce bonuses that would otherwise have been earned against agreed performance conditions by 50%, a decision that was supported by the majority of voting shareholders. This resulted in a bonus for the CEO of GBP389,000, which was 33% lower than the previous year and 53% lower on a cash basis.

The new 2020 remuneration policy was designed to better align executives reward with shareholders' interests. However in light of the votes against Resolutions 2 and 6 the Remuneration Committee will review the remuneration policy and its implementation in consultation with shareholders to ensure executive remuneration drives long-term shareholder value and stakeholder interests. The Committee will provide an update on this in the coming months.

 
 NOTES: 
 1.                                      All resolutions were passed. 
 2.                                      Proxy appointments which gave discretion to the Chairman 
                                          of the AGM have been included in the "For" total for 
                                          the appropriate resolution. 
 3.                                      Votes "For" and "Against" any resolution are expressed 
                                          as a percentage of votes validly cast for that resolution. 
 4.                                      A "Vote withheld" is not a vote in law and is not counted 
                                          in the calculation of the percentage of shares voted 
                                          "For" or "Against" any resolution nor in the calculation 
                                          of the proportion of "Total issued share capital instructed" 
                                          for any resolution. 
 5.                                      The number of shares in issue at close of business 
                                          on 20 April 2021 was 330,097,758 (the "Share Capital") 
                                          and at that time, the Company held 4,833,745 shares 
                                          in treasury. 
 6.                                      The proportion of "Total issued share capital instructed" 
                                          for any resolution is the total of votes validly cast 
                                          for that resolution (i.e. the total votes "For" and 
                                          "Against" that resolution). 
 7.                                      The full text of the resolutions passed at the AGM 
                                          can be found in the Notice of Annual General Meeting 
                                          which is available on the Company's website at www.foxtonsgroup.co.uk. 
 8.                                      A copy of resolutions 13 to 17 passed at the AGM will 
                                         shortly be submitted to the National Storage Mechanism 
                                         and will be available for inspection at 
                                         https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national 
                                         -storage-mechanism 
 9.                                      The complete poll results will be available shortly 
                                          on the Company's website at www.foxtonsgroup.co.uk 
  For further information please 
   contact: 
 
 Foxtons Group plc 
 Christopher Hough, Company Secretary      +44 20 7893 6322 
                                            investor@foxtonsgroup.co.uk 
                                          ----------------------------------------------------------------------------- 
 Sanctuary Counsel 
                                           +44 7557 413 275 / +44 7918 
 Robert Morgan / Rachel Miller              606 667 
                                          ----------------------------------------------------------------------------- 
 
 

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END

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April 22, 2021 10:14 ET (14:14 GMT)

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