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LUCE Luceco Plc

161.00
1.60 (1.00%)
Last Updated: 15:20:30
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Luceco Plc LSE:LUCE London Ordinary Share GB00BZC0LP49 ORD GBP0.0005
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  1.60 1.00% 161.00 158.20 160.00 163.00 161.00 163.00 115,931 15:20:30
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Comml, Indl Elec Light Fixtr 206.3M 11M 0.0684 23.54 258.89M

Luceco PLC Result of AGM (9947Y)

10/05/2023 3:28pm

UK Regulatory


Luceco (LSE:LUCE)
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TIDMLUCE

RNS Number : 9947Y

Luceco PLC

10 May 2023

Luceco plc

(the "Company")

10 May 2023

Annual General Meeting ("AGM") Results

The Company announces that at its Annual General Meeting held on 10 May 2023 at the offices of Numis at 45 Gresham St, London EC2V 7BF each of the resolutions set out in the Notice of Annual General Meeting were voted by way of a poll. The results of the poll for each resolution were as follows:

 
 No.   Resolution                           For                 Against           Votes         Total 
                                                                                 Withheld       issued 
                                                                                                share 
                                                                                               capital 
                                                                                              instructed 
                                     Number         %        Number       %       Number          % 
                                    of shares               of shares            of shares 
                                  ------------  --------  -----------  ------  -----------  ------------ 
       To receive the 
        Annual Report and 
 1      Accounts                   123,016,100   100.00%     4,891      0.00%    438,577       76.51% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To declare a final 
        dividend of 3.0 
        pence per ordinary 
 2      share                      123,456,237   100.00%      522       0.00%     2,809        76.78% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve the 
        Directors' Remuneration 
 3      Report                     117,472,357   95.17%    5,959,262    4.83%     27,949       76.76% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve the 
        Directors' Remuneration 
 4      P olicy                    117,475,240   95.43%    5,629,767    4.57%    354,561       76.56% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect Giles 
        B rand 
 5      as a Director              112,380,678   91.04%    11,063,308   8.96%     15,582       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect Caroline 
 6      Brown as a Director        123,102,527   99.72%     344,319     0.28%     12,722       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect John 
        Hornby 
 7      as a Director              121,010,979   98.02%    2,443,007    1.98%     5,582        76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect Will 
        Hoy 
 8      as a Director              120,999,632   98.02%    2,447,214    1.98%     12,722       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect Tim 
        Surridge 
 9      as a Director              115,888,740   93.88%    7,558,873    6.12%     11,955       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-elect Pim 
        Vervaat 
 10     as a Director              120,674,411   97.75%    2,772,435    2.25%     12,722       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To elect Julia 
        Hendrickson 
 11     as a Director              123,441,955   100.00%     4,891      0.00%     12,722       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To re-appoint KPMG 
        LLP 
        as Auditor of 
 12     the Company                123,013,740   99.65%     431,891     0.35%     13,937       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To authorise the 
        Audit Committee 
        to determine the 
 13     Auditor's remuneration     123,440,740   99.99%      14,891     0.01%     3,937        76.78% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To make political 
        donations and incur 
 14     political expenditure      122,126,151   99.27%     902,835     0.73%    430,582       76.51% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       Authority to allot 
 15     shares                     120,935,124   97.96%    2,518,862    2.04%     5,582        76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       Authority to disapply 
 16*    pre-emption rights         122,899,874   99.55%     554,112     0.45%     5,582        76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       Authority to disapply 
        pre-emption rights 
 17*    in limited circumstances   122,862,374   99.52%     591,612     0.48%     5,582        76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       Authority for the 
        Company to purchase 
 18*    its own shares             122,948,232   99.59%     506,522     0.41%     4,814        76.78% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       Authority to call 
        general meetings 
        (other than AGMs) 
        on 14 clear days' 
 19*    notice                     122,102,192   98.90%    1,352,562    1.10%     4,814        76.78% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve the 
 20     Rule 9 Waiver              108,853,624   92.47%    8,859,006    7.53%   5,746,938      73.20% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code as 
        a result of the 
        exercise of 510,608 
        options by John 
 21     Hornby                     117,722,162   95.36%    5,731,823    4.64%     5,583        76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code upon 
        the exercise of 
        302,213 options 
        awarded to John 
        Hornby on 31 March 
 22     2022                       117,722,162   95.36%    5,721,823    4.64%     15,583       76.77% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code of 
        the award and subsequent 
        exercise of 492,956 
        options awarded 
 23     to John Hornby             117,389,855   95.09%    6,064,490    4.91%     5,223        76.78% 
      --------------------------  ------------  --------  -----------  ------  -----------  ------------ 
 * special resolution 
 
 
                             Independent Issued Share Capital: 86 ,795,189 
 No.   Resolution                          For                 Against           Votes         Total 
                                                                                Withheld       issued 
                                                                                               share 
                                                                                              capital 
                                                                                             instructed 
      --------------------------  --------------------  --------------------  -----------  ------------ 
                                     Number       %        Number       %        Number          % 
                                    of shares             of shares             of shares 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To re-elect Caroline 
 6*     Brown as a Director        49,581,758   99.31%    344,319     0.69%      12,722       57.52% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To re-elect Tim 
        Surridge 
 9*     as a Director              42,367,971   84.86%   7,558,873    15.14%     11,955       57.52% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To re-elect Pim 
        Vervaat 
 10*    as a Director              47,153,642   94.45%   2,772,435    5.55%      12,722       57.52% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To elect Julia 
        Hendrickson as 
 11*    a Director                 49,921,186   99.99%     4,891      0.01%      12,722       57.52% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       Authority for the 
        Company to purchase 
 18*    its own shares             49,427,463   98.99%    506,522     1.01%      4,814        57.53% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To approve the 
 20*    Rule 9 Waiver              35,332,855   79.95%   8,859,006    20.05%   5,746,938      50.92% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code as 
        a result of the 
        exercise of 510,608 
        options by John 
 21*    Hornby                     44,201,393   88.52%   5,731,823    11.48%     5,583        57.53% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code upon 
        the exercise of 
        302,213 options 
        awarded to John 
        Hornby on 31 March 
 22*    2022                       44,201,393   88.54%   5,721,823    11.46%     15,583       57.52% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
       To approve waiver 
        of Rule 9 of the 
        Takeover Code of 
        the award and subsequent 
        exercise of 492,956 
        options awarded 
 23*    to John Hornby             43,869,086   87.86%   6,064,490    12.14%     5,223        57.53% 
      --------------------------  -----------  -------  -----------  -------  -----------  ------------ 
 *independent resolution 
 

For the purposes of the FCA Listing Rules, the Concert Party (being ESO Investments 2 Limited, Giles Brand, Deanmor Investments, John Hornby and his PCAs) is a controlling shareholder as a result of it holding 74,004,811 shares (35,564,260 shares, 9,466,919 shares and 28,973,632 shares respectively). Each resolution to re-elect independent non-executive directors (resolutions 6, 9, 10 and 11) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by: (i) the shareholders of the Company as a whole; and (ii) the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

Per the Notice of AGM, the members of the Concert Party were not entitled to vote on the Authority for the Company to purchase its own shares or the Rule 9 Waiver Resolutions (Resolutions 18, 20, 21, 22 and 23).

Since the 2022 AGM the Company has engaged regularly with shareholders regarding Resolution 20 - The Rule 9 Waiver and is delighted that the resolution passed with 79.95 % of participating independent shareholders voting in favour. However as 20.05 % of participating independent shareholders voted against Resolution 20, the Board will continue to engage as appropriate with those shareholders who did not support the Resolution in order to understand the reasons for their vote against the proposal and to continue a transparent and constructive dialogue in this area.

The Board continues to consider that the ability for the Company to buy back shares is in the best interests of all shareholders, particularly in light of the current share price levels, which presents an opportunity to generate attractive returns for all shareholders through allocating capital to buying back ordinary shares.

 
 
   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 8 May 2023 was 160,800,000 (the "Share Capital") 
               and at that time, the Company did not hold any 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) expressed as a percentage 
               of the Share Capital. 
 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.lucecoplc.com 
 8.           A copy of resolutions 16-19 passed at the AGM will 
               shortly be submitted to the National Storage Mechanism 
               and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. 
 9.           These poll results will be available shortly on the 
               Company's website at www.lucecoplc.com 
  For further information please 
   contact: 
 Luceco plc                                                via MHP Communications 
  John Hornby, Chief Executive                              020 3128 8276 
  Officer 
  Will Hoy, Chief Financial 
  Officer 
 MHP Communications 
  Tim Rowntree 
  Ollie Hoare                                              020 3128 8004 
 
 

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May 10, 2023 10:28 ET (14:28 GMT)

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