Result of AGM
Genus PLC announced that all resolutions presented at its Annual General Meeting on November 19, 2025, were passed by poll, with resolutions 1 to 16 approved as ordinary resolutions and resolutions 17 to 20 as special resolutions. Notably, the final dividend of 21.7 pence per ordinary share received 100% in favour, and the re-appointment of PricewaterhouseCoopers LLP as auditor also achieved 99.99% approval. The total number of ordinary shares eligible to vote was 66,537,765, with 70.37% of the issued share capital represented by validly cast votes.
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The Company announces that at its AGM held on Wednesday, 19 November 2025, all resolutions set out in the Notice of AGM were passed on a poll.
Resolutions 1 to 16 were passed as Ordinary Resolutions and Resolutions 17 to 20 were passed as Special Resolutions. The following table sets out the votes cast on each resolution:
| Resolutions | In Favour Votes | % | Against Votes | % | Abstentions Votes | Total no. of shares in respect of which proxies were validly made |
|---|---|---|---|---|---|---|
| 1. To receive the accounts and reports of the Directors and auditor for the year ended 30 June 2025. | 46,614,670 | 100.00 | 223 | 0.00 | 212,706 | 46,614,893 |
| 2. To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 30 June 2025, as set out on pages 80 to 119 of the Company's Annual Report 2025. | 46,213,689 | 99.07 | 434,225 | 0.93 | 179,685 | 46,647,914 |
| 3. To approve the Directors' Remuneration Policy as set out on pages 94 to 102 of the Company's Annual Report 2025. | 46,162,544 | 98.71 | 602,266 | 1.29 | 62,789 | 46,764,810 |
| 4. To approve the rules of the Genus 2025 Long Term Incentive Plan. | 45,424,681 | 97.14 | 1,338,673 | 2.86 | 64,245 | 46,763,354 |
| 5. To approve the rules of the Genus 2025 Deferred Bonus Plan. | 46,579,546 | 99.48 | 241,156 | 0.52 | 6,897 | 46,820,702 |
| 6. That the restricted share awards granted to Andrew Russell in compensation for the forfeiture of awards granted to him by his previous employer and to other senior executives as announced by the Company on 11 September 2025 be capable of being settled through the issuance of new shares or transfer of treasury shares. | 46,488,683 | 99.30 | 327,881 | 0.70 | 11,035 | 46,816,564 |
| 7. To declare a final dividend of 21.7 pence per Ordinary Share. | 46,824,165 | 100.00 | 963 | 0.00 | 2,471 | 46,825,128 |
| 8. To elect Andrew Russell as a Director of the Company. | 46,356,916 | 99.01 | 465,436 | 0.99 | 5,247 | 46,822,352 |
| 9. To re-elect Jorgen Kokke as a Director of the Company. | 46,185,235 | 99.00 | 465,044 | 1.00 | 177,320 | 46,650,279 |
| 10. To re-elect Iain Ferguson CBE as a Director of the Company. | 40,429,198 | 87.10 | 5,989,560 | 12.90 | 408,841 | 46,418,758 |
| 11. To re-elect Ralph Heuser as a Director of the Company. | 46,125,505 | 98.51 | 698,168 | 1.49 | 3,926 | 46,823,673 |
| 12. To re-elect Lysanne Gray as a Director of the Company. | 45,885,489 | 97.99 | 938,943 | 2.01 | 3,167 | 46,824,432 |
| 13. To re-elect Lesley Knox as a Director of the Company. | 46,237,046 | 98.75 | 586,177 | 1.25 | 4,376 | 46,823,223 |
| 14. To re-appoint PricewaterhouseCoopers LLP as auditor of the Company. | 46,818,022 | 99.99 | 6,260 | 0.01 | 3,317 | 46,824,282 |
| 15. To authorise the Audit & Risk Committee of the Board to determine the remuneration of the auditor. | 46,821,441 | 100.00 | 2,046 | 0.00 | 4,112 | 46,823,487 |
| 16. To empower the Directors with limited authority to allot Ordinary Shares. | 44,745,308 | 95.57 | 2,072,984 | 4.43 | 9,307 | 46,818,292 |
| 17. To empower the Directors with limited authority to allot equity securities for cash without first offering them to existing shareholders. | 46,464,572 | 99.95 | 23,240 | 0.05 | 339,787 | 46,487,812 |
| 18. To empower the Directors with limited authority to allot additional equity securities for cash without first offering them to existing shareholders provided that this power be used only in connection with an acquisition or other capital investment. | 46,466,003 | 99.95 | 22,793 | 0.05 | 338,803 | 46,488,796 |
| 19. To empower the Directors with limited authority to make one or more market purchases of any Ordinary Shares. | 46,787,787 | 99.95 | 21,767 | 0.05 | 18,045 | 46,809,554 |
| 20. To allow a General Meeting other than an Annual General Meeting to be called on not less than 14 clear days' notice. | 46,019,156 | 98.29 | 802,625 | 1.71 | 5,818 | 46,821,781 |
A copy of the special business resolutions will be submitted to the National Storage Mechanism and will soon be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As at the close of business on 17 November 2025, the total number of ordinary shares of £0.10 each eligible to be voted at the AGM was 66,537,765.
Therefore, the total voting rights in the Company as at that time were 66,537,765. The proportion of the Company's issued share capital represented by the votes validly cast was 70.37%.
Equiniti acted as scrutineer of the poll on all resolutions.
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