6 September 2024
The Berkeley Group Holdings
plc
(the
"Company")
2024 Annual General Meeting
("AGM")
Results of
AGM
Shareholders are informed that the
results of the poll on the resolutions put before the AGM of the
Company held on 6 September 2024 are:
|
Resolution Number
|
Resolution
|
Votes
FOR1
|
%
|
Votes AGAINST
|
%
|
Total Votes Validly Cast (excluding
withheld)
|
%
of ISC Voted
|
Withheld Votes2
|
|
1
|
Accounts for the year ended 30 April
2024, together with the Reports of the Directors and Auditor
thereon
|
83,948,874
|
99.97
|
28,262
|
0.03
|
83,977,136
|
79.44%
|
2,335,301
|
|
2
|
To approve the Annual Report on
Remuneration for the year ended 30 April 2024
|
79,765,047
|
92.49
|
6,474,255
|
7.51
|
86,239,302
|
81.58%
|
73,132
|
|
3
|
To re-elect M Dobson as a Director
of the Company
|
82,787,087
|
95.93
|
3,511,417
|
4.07
|
86,298,504
|
81.64%
|
13,931
|
|
4
|
To re-elect R Downey as a Director
of the Company
|
84,840,436
|
98.31
|
1,457,929
|
1.69
|
86,298,365
|
81.64%
|
14,071
|
|
5
|
To re-elect R C Perrins as a
Director of the Company
|
86,294,337
|
99.99
|
4,169
|
0.01
|
86,298,506
|
81.64%
|
13,931
|
|
6
|
To re-elect R J Stearn as a Director
of the Company
|
85,845,362
|
99.47
|
453,144
|
0.53
|
86,298,506
|
81.64%
|
13,931
|
|
7
|
To re-elect A Kemp as a Director of
the Company
|
83,987,438
|
97.32
|
2,311,066
|
2.68
|
86,298,504
|
81.64%
|
13,931
|
|
8
|
To re-elect N Adams as a Director of
the Company
|
83,109,793
|
96.31
|
3,188,710
|
3.69
|
86,298,503
|
81.64%
|
13,931
|
|
9
|
To re-elect W Jackson as a Director
of the Company
|
84,015,470
|
97.35
|
2,283,034
|
2.65
|
86,298,504
|
81.64%
|
13,931
|
|
10
|
To re-elect E Adekunle as a Director
of the Company
|
86,294,090
|
99.99
|
4,276
|
0.01
|
86,298,366
|
81.64%
|
14,071
|
|
11
|
To re-elect S Sands as a Director of
the Company
|
86,294,372
|
99.99
|
4,134
|
0.01
|
86,298,506
|
81.64%
|
13,931
|
|
12
|
To re-elect KPMG as auditor of the
Company and hold office until the conclusion of the next general
meeting
|
81,472,367
|
94.41
|
4,826,133
|
5.59
|
86,298,500
|
81.64%
|
13,937
|
|
13
|
To authorise the Audit Committee to
determine the auditor's remuneration
|
85,403,641
|
98.96
|
895,085
|
1.04
|
86,298,726
|
81.64%
|
13,711
|
|
14
|
That the Directors be authorised to
allot shares and grant rights to subscribe for, or convert any
security into, shares (see AGM Notice)
|
79,505,142
|
92.13
|
6,794,196
|
7.87
|
86,299,338
|
81.64%
|
13,098
|
|
15*
|
That, subject to Resolution 14, the
Directors be authorised to allot shares and / or sell equity
securities for cash as if Section 561 of the Act did not apply (see
AGM Notice)
|
79,897,858
|
92.58
|
6,400,989
|
7.42
|
86,298,847
|
81.64%
|
13,589
|
|
16*
|
That, subject to Resolutions 14 and
15, the Directors be authorised to allot equity securities for cash
(see AGM Notice)
|
77,613,135
|
90.08
|
8,544,334
|
9.92
|
86,157,469
|
81.50%
|
154,966
|
|
17*
|
That the Company be authorised to
make market purchases of its own shares (see AGM Notice)
|
86,048,251
|
99.87
|
111,646
|
0.13
|
86,159,897
|
81.51%
|
152,540
|
|
18
|
That the Company and its
subsidiaries be authorised to make political donations (see AGM
Notice)
|
81,811,769
|
95.14
|
4,180,671
|
4.86
|
85,992,440
|
81.35%
|
319,997
|
|
19*
|
That general meetings of the Company
(other than Annual General Meetings) may be called by notice of not
less than 14 clear days
|
79,417,629
|
92.03
|
6,880,946
|
7.97
|
86,298,575
|
81.64%
|
13,862
|
|
20
|
That subject to the admission of the
New Ordinary Shares, each existing share be subdivided and a
special dividend be paid to shareholders on 20 September 2024 (see
AGM Notice)
|
86,293,906
|
99.99
|
5,641
|
0.01
|
86,299,547
|
81.64%
|
12,890
|
Notes
*Special resolution
1. The votes
"for" include those votes giving discretion to the
Chairman.
2. A vote
withheld is not a vote in law and is not counted in the calculation
of the votes for or against a resolution.
Special Dividend and Share Consolidation
Further to the AGM Notice and the
AGM held today, Resolution 20 was passed by the requisite majority
of shareholders on a poll.
Accordingly, as described in further
detail in Appendix 2 to the AGM Notice and subject to Admission of
the New Ordinary Shares:
•
the Special Dividend has been approved by shareholders and is
expected to be paid on 20 September 2024 to those shareholders on
the register of members of the Company at 6:00 pm today, Friday 6
September 2024;
•
the Share Consolidation has been approved by shareholders and will
replace every 100 Existing Ordinary Shares held at 6:00 pm today,
Friday 6 September 2024, with 96.49 New Ordinary Shares.
Applications have been made to the
Financial Conduct Authority to amend the Official List and to the
LSE for an amendment to trading to reflect the Share Consolidation.
It is expected that trading in the New Ordinary Shares will
commence on the LSE at 8:00 am on Monday 9 September
2024.
The ISIN for the New Ordinary Shares
will be GB00BP0RGD03 and the SEDOL for the New Ordinary Shares will
be BP0RGD0.
Following the Share Consolidation,
the Company's total issued share capital will comprise 110,474,498
New Ordinary Shares of 5.6110477936 pence each. The Company will
hold 8,475,936 New Ordinary Shares in treasury and will not be
permitted to exercise voting rights in respect of those New
Ordinary Shares. As such, the total number of voting rights in the
Company following the Share Consolidation will be
101,998,562.
Copies of the resolutions passed will
shortly be available for inspection on the National Storage
Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The full text of the resolutions can be found in the AGM Notice
which can be located in the Investors section of the Company's
website at the following location: www.berkeleygroup.co.uk/investors.
For further information please
contact:
Victoria
Mee
Tel: 01932 868 555
Company Secretary
The Berkeley Group Holdings
plc
Novella
Communications
Tel: 020 3151 7008
Tim
Robertson
LEI: 2138009OQSSLVVHQAL78
END