Result of General Meeting
Shareholders approved cancellation of share premium account and authorised tender offer and new buyback programme.
- Share Premium Account to cancel £225,026,690.24
- Votes for resolution 1 (cancel share premium) 176,814,462 (99.98%)
- Votes for resolution 2 (tender offer authority) 176,473,840 (99.76%)
- Votes for resolution 3 (buyback programme authority) 176,872,947 (99.98%)
- Issued share capital 284,500,644 ordinary shares
- Shareholder turnout 62.18% of ISC voted
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General Meeting
At a General Meeting ("GM") of NCC Group plc (the "Company") held at 11.30 am at the offices of Barclays Bank plc at 1 Churchill Place, London E14 5HP, on 23 July 2026, shareholders duly passed all of the resolutions proposed. Each of the resolutions put to the GM were voted on by way of a poll.
All resolutions were passed as special resolutions. The results of the poll incorporating proxy votes lodged in advance of the meeting are set out below (rounded to 2 decimal places).
| Votes for | % | Votes against | % | Total votes cast | % of ISC voted | Votes withheld | ||
|---|---|---|---|---|---|---|---|---|
| 1. | To cancel the amount of £225,026,690.24 standing to the credit of the Share Premium Account of the Company | 176,814,462 | 99.98% | 37,095 | 0.02% | 176,851,557 | 62.18% | 62,202 |
| 2. | To authorise the Directors to make market purchases in connection with the Tender Offer. | 176,473,840 | 99.76% | 428,156 | 0.24% | 176,901,996 | 62.18% | 11,763 |
| 3. | To authorise the Directors to make market purchases in connection with the new Buyback Programme. | 176,872,947 | 99.98% | 28,986 | 0.02% | 176,901,933 | 62.18% | 11,826 |
Notes:
- Any proxy appointments which gave discretion to the chair of the meeting have been included in the 'For' total.
- The issued share capital of the Company as at the date of the GM was 284,500,644 ordinary shares.
- The full text of the resolutions can be found in the Notice of General Meeting which is available for inspection at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website.
In accordance with Listing Rule 6.4.13, copies of the resolutions passed as special business of the meeting will be uploaded to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
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