TIDMFOXT
RNS Number : 6193Z
Foxtons Group PLC
20 May 2019
Foxtons Group plc
(the "Company")
20 May 2019
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. 229,696,433 100.00 1,500 0.00 468,819 229,697,933
2. To approve the
Annual Statement
from the Remuneration
Chairman and the
Remuneration Report 179,445,331 78.37 49,531,967 21.63 1,189,454 228,977,298
3. To re-elect Ian
Barlow as a Director. 226,253,630 98.30 3,911,622 1.70 1,500 230,165,252
4. To re-elect Mark
Berry as a Director. 230,138,321 99.99 28,431 0.01 0 230,166,752
5. To re-elect Nicholas
Budden as a Director. 230,165,252 100.00 0 0.00 1,500 230,165,252
6. To re-elect Sheena
Mackay as a Director 220,002,839 95.58 10,163,913 4.42 0 230,166,752
7. To re-elect Garry
Watts as a Director. 226,253,630 98.30 3,911,622 1.70 1,500 230,165,252
8. To re-appoint
Deloitte LLP as
auditors of the
Company. 230,166,752 100.00 0 0.00 0 230,166,752
9. To authorise
the Audit Committee
to determine the
auditors' remuneration. 230,166,752 100.00 0 0.00 0 230,166,752
10. To authorise
the Company to make
political donations. 229,058,353 99.52 1,108,281 0.48 118 230,166,634
11. To authorise
the Directors to
allot ordinary shares. 218,114,033 94.76 12,052,719 5.24 0 230,166,752
12. To disapply
pre-emption rights.* 230,166,752 100.00 0 0.00 0 230,166,752
13. To authorise
the Company to purchase
its own ordinary
shares.* 230,165,752 100.00 1,000 0.00 0 230,166,752
14. To authorise
the Directors to
hold general meetings
on not less than
14 clear days' notice.* 228,204,877 99.15 1,961,875 0.85 0 230,166,752
*Special Resolution
Statement regarding voting result
The Board of Foxtons Group plc notes that while a significant
majority of Shareholders that voted at today's Annual General
Meeting supported Resolution 2 to approve the Directors'
Remuneration Report, a notable number of Shareholders opposed this
resolution. All other resolutions received substantial support.
The Board acknowledges the concerns raised by Shareholders in
particular regarding the FY2018 bonus outcomes. As stated in our
Annual Report, the Committee will be conducting a detailed review
of the Remuneration Policy later this year, which will be submitted
for Shareholders' approval at the 2020 AGM. As part of this review,
we will take into account the changes in the UK Corporate
Governance Code along with shareholder and UK remuneration
governance guidelines.
In line with our commitment to maintaining an open and
transparent dialogue with Shareholders, we will be consulting with
all major Shareholders in the second half of 2019 to gain their
input in this review. We will also consult further on the concerns
raised on this resolution and in accordance with the UK Corporate
Governance Code, we will publish an update on that engagement
within six months of the AGM.
NOTES:
1. All resolutions were passed.
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2. Proxy appointments which gave discretion to
the Chairman of the AGM have been included
in the "For" total for the appropriate resolution.
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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.
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5. The number of shares in issue at close of business
on 16 May 2019 was 275,104,391 (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).
-------------------------------------------------------------
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.
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8. A copy of resolutions 11 to 14 passed at the
AGM will shortly be submitted to the National
Storage Mechanism and will be available for
inspection at www.morningstar.co.uk/uk/NSM.
-------------------------------------------------------------
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 Investor Relations
------------------------------------------------------------
Muhammed Patel Tel: 020 7893 6261
investor@foxtonsgroup.co.uk
------------------------------------------------------------
Foxtons Group plc
------------------------------------------------------------
Nic Budden, Chief Executive
Officer
Mark Berry, Chief Financial
Officer
Muhammed Patel, Investor Relations +44 20 7893 6261
------------------------------------------------------------
LEI: 5493001HCMG6R1MYKC59
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END
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May 20, 2019 13:18 ET (17:18 GMT)
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