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RNS Number : 1359V
McColl's Retail Group plc
04 April 2019
4 April 2019
McColl's Retail Group plc (the "Company")
Results of Annual General Meeting ("AGM")
McColl's Retail Group plc announces that at the AGM of the
Company held on 3 April 2019, all Resolutions contained in the
Notice of AGM were duly passed on a poll. The results of the poll
were as follows:
For Against Withheld Total votes
cast (excluding
withheld)
Resolution (No. of shares) (%) (No. of shares) (%) (No. of shares)
1. To receive the Annual
Report and Accounts
2018 94,599,288 100.00 1,500 0.00 6,902 94,600,788
2. To receive the Directors'
Remuneration Report 92,971,587 98.57 1,349,540 1.43 286,563 94,321,127
3. To declare a final
dividend 94,599,727 100.00 1,061 0.00 6,902 94,600,788
4. To re-elect Angus
Porter as a Director 80,825,003 85.46 13,751,789 14.54 30,898 94,576,792
5. To re-elect Georgina
Harvey as a Director 94,572,766 99.99 5,526 0.01 29,398 94,578,292
6. To re-elect Sharon
Brown as a Director 94,461,214 99.88 117,078 0.12 29,398 94,578,292
7. To re-elect Jonathan
Miller as a Director 90,793,605 99.97 31,653 0.03 3,782,432 90,825,258
8. To re-elect David
Thomas as a Director 94,571,566 99.99 6,726 0.01 29,398 94,578,292
9. To re-elect Jens
Hofma as a Director 94,571,566 99.99 11,726 0.01 24,398 94,583,292
10. To elect Robbie
Bell as a Director 94,564,110 99.98 16,621 0.02 26,959 94,580,731
11. To re-appoint Deloitte
LLP as Auditor of the
Company 94,548,961 99.98 14,331 0.02 44,398 94,563,292
12. To authorise the
Audit & Risk Committee
to determine the Auditor's
remuneration 94,565,034 99.98 14,331 0.02 28,325 94,579,365
13. To authorise the
Company to make political
donations and incur
political expenditure 77,011,806 95.26 3,831,019 4.74 13,764,865 80,842,825
14. To authorise the
Directors to allot
ordinary shares 94,564,089 99.96 36,699 0.04 6,902 94,600,788
15. To disapply pre-emption
rights* 74,513,038 78.79 20,060,266 21.21 34,386 94,573,304
16. To disapply pre-emption
rights in connection
with an acquisition
or capital investment* 77,049,163 81.47 17,528,068 18.53 30,459 94,577,231
17. To authorise the
Company to purchase
its own ordinary shares* 80,812,739 85.44 13,770,553 14.56 24,398 94,583,292
18. To authorise the
Directors to hold general
meetings other than
AGMs on not less than
14 clear days' notice* 94,546,267 99.96 35,964 0.04 25,459 94,582,231
19. To adopt new Articles
of Association* 94,565,560 99.99 11,244 0.01 30,886 94,576,804
20. To approve the
Deferred Bonus Plan 80,796,175 85.44 13,769,556 14.56 41,959 94,565,731
*special resolution
In accordance with Listing Rule 9.6.2R copies of all resolutions
passed at the meeting other than ordinary business will be
submitted to the National Storage Mechanism and will shortly be
available for inspection at
http://www.morningstar.co.uk/uk/nsm.
Details of the proxy votes will shortly be available on the
Company's website: www.mccollsplc.co.uk.
UK Corporate Governance Code Disclosure
The Board has noted the proportion of votes cast against
Resolutions 15 (disapplication of pre-emption rights) and 16
(disapplication of pre-emption rights in relation to an acquisition
or capital investment). Following a consultation with shareholders
last year, as a result of more than 20% of votes being cast against
the disapplication of pre-emption rights in relation to an
acquisition or capital investment resolution at the 2018 AGM, the
Board confirmed that Directors are committed to undertaking
shareholder consultations on significant share issues whenever it
is practicable to do so. This position remains unchanged. The Board
will again consult with major shareholders who voted against
Resolutions 15 and 16 in order to understand their reasons for
doing so. The outcome of this exercise will be considered by the
Board in due course with a further update as appropriate.
McColl's Retail Group plc
Rachel Peat, Company Secretary
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".
5. The number of shares in issue on 3 April 2019 was 115,173,515
with no shares in treasury. 82% of the shares in issue were
voted.
6. 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.mccollsplc.co.uk
About McColl's Retail Group plc
McColl's is a leading neighbourhood retailer, with an estate of
c.1,550 managed convenience stores and newsagents. We operate
McColl's branded convenience stores as well as newsagents branded
Martin's across the UK, except in Scotland where we operate under
our heritage brand, RS McColl. Our dedicated colleagues serve five
million customers every week, and we are the largest operator of
Post Offices in the UK, with c.600 in-store counters/branches.
LEI: 213800R1TLR536P8YJ67
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END
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