Result of AGM
FRP Advisory Group PLC held its Annual General Meeting on September 23, 2025, where all 16 resolutions were passed. Shareholders approved the Annual Report and Accounts for the year ended April 30, 2025, with 169,521,821 votes for and 15,243 against. The Directors' Remuneration Report was accepted with 155,968,372 votes for and 13,507,911 against. The meeting also saw the re-election of Penelope Judd, Geoffrey Rowley, Jeremy French, Gavin Jones, David Chubb, Kathryn Fleming, and Louise Jackson as directors. Forvis Mazars LLP was re-appointed as auditor, and the Audit and Risk Committee was authorized to determine their fees. A final dividend of 2.55p per Ordinary Share was declared for the financial year ended April 30, 2025, payable on October 24, 2025. Resolution 15, empowering directors to allot equity securities, received 134,021,374 votes for and 35,482,906 against. As of September 23, 2025, there were 257,833,422 ordinary shares in issue.
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The Annual General Meeting of FRP Advisory Group plc was held at Bryan Cave Leighton Paisner LLP, Governor's House, 5 Laurence Pountney Hill, London, EC4R 0BR on 23 September 2025 at 10:30 a.m.
| Resolution | Votes for | % | Votes against | % | Votes withheld |
|---|---|---|---|---|---|
| Resolution 1 (Ordinary) To receive the Annual Report and Accounts of the Company for the year ended 30 April 2025 together with the Directors' reports and auditor's report on those accounts | 169,521,821 | 99.99 | 15,243 | 0.01 | 756,377 |
| Resolution 2 (Ordinary) To accept the Directors' Remuneration Report for the financial year ended 30 April 2025 as set out on pages 67 to 72 of the Company's Annual Report and Accounts for the year ended 30 April 2025 | 155,968,372 | 92.03 | 13,507,911 | 7.97 | 817,158 |
| Resolution 3 (Ordinary) To re-elect Penelope Judd as a director of the Company | 168,714,899 | 100.00 | 6,861 | 0.00 | 1,571,681 |
| Resolution 4 (Ordinary) To re-elect Geoffrey Rowley as a director of the Company | 168,360,903 | 99.34 | 1,115,557 | 0.66 | 816,981 |
| Resolution 5 (Ordinary) To re-elect Jeremy French as a director of the Company | 168,360,009 | 99.34 | 1,116,451 | 0.66 | 816,981 |
| Resolution 6 (Ordinary) To re-elect Gavin Jones as a director of the Company | 168,360,009 | 99.34 | 1,116,451 | 0.66 | 816,981 |
| Resolution 7 (Ordinary) To re-elect David Chubb as a director of the Company | 169,460,138 | 99.97 | 51,922 | 0.03 | 781,381 |
| Resolution 8 (Ordinary) To re-elect Kathryn Fleming as a director of the Company | 169,505,161 | 100.00 | 6,899 | 0.00 | 781,381 |
| Resolution 9 (Ordinary) To re-elect Louise Jackson as a director of the Company | 163,357,797 | 96.37 | 6,154,263 | 3.63 | 781,381 |
| Resolution 10 (Ordinary) To re-appoint Forvis Mazars LLP as auditor of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company | 168,741,149 | 99.97 | 42,561 | 0.03 | 1,509,731 |
| Resolution 11 (Ordinary) To authorise the Audit and Risk Committee to determine the fees payable to the auditor | 169,494,606 | 99.97 | 42,461 | 0.03 | 756,374 |
| Resolution 12 (Ordinary) To declare a final dividend of 2.55p pence per Ordinary Share for the financial year ended 30 April 2025 to be paid on 24 October 2025 to the ordinary shareholders on the Company's register of members at the close of business on 26 September 2025 | 169,530,355 | 100.00 | 6,703 | 0.00 | 756,383 |
| Resolution 13 (Ordinary) To authorise the Directors to allot equity securities | 160,776,326 | 94.85 | 8,727,954 | 5.15 | 789,161 |
| Resolution 14 (Special) To empower the Directors to allot equity securities for cash free of statutory pre-emption rights | 159,977,364 | 94.38 | 9,526,916 | 5.62 | 789,161 |
| Resolution 15 (Special) To empower the Directors to allot equity securities for cash otherwise than on a pre-emptive basis for an acquisition or other capital investment | 134,021,374 | 79.07 | 35,482,906 | 20.93 | 789,161 |
| Resolution 16 (Special) To empower the Directors to make market purchases of the Company's shares | 168,750,459 | 100.00 | 6,901 | 0.00 | 1,536,081 |
The Board notes that Resolution 15 received a significant number of votes against it. In accordance with the QCA Corporate Governance Code, the Board remains committed to maintaining an open and transparent dialogue with shareholders and will seek to consult on any material issues of concern.
As at 23 September 2025, there were 257,833,422 ordinary shares in issue. Shareholders are entitled to one vote per share. Votes withheld are not votes in law and so have not been included in the calculation of the proportion of votes for and against a resolution.
The full text of each resolution is available in the Notice of Annual General Meeting, published on our website at https://www.frpadvisory.com/investors/.
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