Result of AGM
capAI plc announced that all resolutions presented at its Annual General Meeting on April 21, 2026, were passed by a poll vote. Key resolutions included the approval of the 2025 Annual Report with 119,960,701 votes in favour (99.02%) and the Directors' Remuneration Report with 119,053,512 votes in favour (98.28%). The appointment and reappointment of directors, including John (Jack) Frame Allardyce, Sarah Jane Davy, Professor Ronjon Nag, and Marcus Yeoman, were also approved with strong majorities. Furthermore, the reappointment of Royce Peeling Green Limited as auditor and resolutions concerning the authority to allot shares and disapply pre-emption rights, receiving 118,581,255 (98.34%) and 119,158,357 (98.82%) votes in favour respectively, were passed.
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capAI plc (LSE: CPAI) is pleased to announce that, at the Annual General Meeting ("AGM") of the Company held today on 21 April 2026, all resolutions put to the AGM were duly passed (each, a "Resolution", and together, the "Resolutions").
Resolutions 1 to 8 were passed as ordinary resolutions. Resolutions 9 and 10 were passed as special resolutions. The results of the poll were as follows:
| In favour | Against | Withheld | Total Votes | |||
|---|---|---|---|---|---|---|
| Resolution | Votes | % | Votes | % | Votes | |
| Ordinary Resolutions | ||||||
| Resolution 1: To approve the Company's 2025 Annual Report | 119,960,701 | 99.02 | 1,184,275 | 0.98 | 618,349 | 121,144,976 |
| Resolution 2: To approve the Directors' Remuneration Report | 119,053,512 | 98.28 | 2,079,632 | 1.72 | 630,181 | 121,133,144 |
| Resolution 3: To appoint John (Jack) Frame Allardyce as a director of the Company | 119,306,076 | 98.94 | 1,274,532 | 1.06 | 1,182,717 | 120,580,608 |
| Resolution 4: To reappoint Sarah Jane Davy as a director of the Company | 119,152,817 | 98.92 | 1,297,866 | 1.08 | 1,312,642 | 120,450,683 |
| Resolution 5: To reappoint Professor Ronjon Nag as a director of the Company | 119,819,751 | 98.93 | 1,297,866 | 1.07 | 645,708 | 121,117,617 |
| Resolution 6: To reappoint Marcus Yeoman as a director of the Company | 119,152,817 | 98.92 | 1,297,866 | 1.08 | 1,312,642 | 120,450,683 |
| Resolution 7: To reappoint Royce Peeling Green Limited as the auditor of the Company and to fix auditors' remuneration | 119,918,748 | 99.01 | 1,197,781 | 0.99 | 646,796 | 121,116,529 |
| Resolution 8: To provide Directors with authority to allot shares | 118,581,255 | 98.34 | 2,001,974 | 1.66 | 1,180,096 | 120,583,229 |
| SPECIAL RESOLUTIONS | ||||||
| Resolution 9: To provide Directors with authority for disapplication of pre-emption rights | 119,158,357 | 98.82 | 1,424,872 | 1.18 | 1,180,096 | 120,583,229 |
| Resolution 10: To approve authority to call a general meeting by not less than 14 clear days' notice | 119,802,772 | 98.91 | 1,325,589 | 1.09 | 634,964 | 121,128,361 |
The total number of ordinary shares of nominal value £0.0001 each in the capital of the Company in issue at the voting date is 421,143,063. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes for and against the Resolution.
The full text of all of the Resolutions can be found in the Notice of AGM (dated 27 March 2026) posted on the Company's website, https://www.capai.group/.
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