Result of AGM
PayPoint Plc announced the results of its 2026 Annual General Meeting, confirming that all resolutions were passed by the required majority, with strong support for the Annual Report and Accounts (99.91% for), the final dividend of 20 pence per ordinary share (99.94% for), and the re-election of most directors. Notably, resolutions concerning the re-election and election of independent directors also received substantial approval from independent shareholders, with votes for ranging from 90.99% to 99.83%. The company also received approval for the auditor's re-appointment and remuneration, political donations, share allotment, pre-emption rights, and notice periods for general meetings.
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The Company held its Annual General Meeting (the "AGM") on 29 July 2026. Details of the resolutions are set out in full in the Notice of AGM dated 24 June 2026. Voting at the AGM was completed by way of a poll. All resolutions were passed by the required majority. Resolutions 1 to 15 (inclusive) were passed as ordinary resolutions and resolutions 16 to 19 (inclusive) were passed as special resolutions. The results of the poll for each resolution were as follows:
| Resolutions | Votes For 1 | % | Votes Against | % | Total Votes | % of Issued Share Capital Voted | Votes Withheld 2 |
|---|---|---|---|---|---|---|---|
| 1. To receive the Annual Report and Accounts for the year ended 31 March 2026 | 44,451,031 | 99.91% | 39,526 | 0.09% | 44,490,557 | 74.59% | 20,497 |
| 2. To approve the Directors’ Remuneration Report for the year ended 31 March 2026 | 42,112,535 | 94.76% | 2,329,082 | 5.24% | 44,441,617 | 74.51% | 69,437 |
| 3. To approve the amendment to the Directors’ Remuneration Policy | 39,685,965 | 89.30% | 4,754,742 | 10.70% | 44,440,707 | 74.51% | 70,347 |
| 4. To declare a final dividend of 20 pence per ordinary share of the Company for the year ended 31 March 2026 | 44,481,362 | 99.94% | 24,886 | 0.06% | 44,506,248 | 74.62% | 4,806 |
| 5. To re-elect Giles Kerr as a Director of the Company | 42,829,777 | 96.55% | 1,529,057 | 3.45% | 44,358,834 | 74.37% | 152,220 |
| 6. To re-elect Nick Wiles as a Director of the Company | 44,381,750 | 99.76% | 106,976 | 0.24% | 44,488,726 | 74.59% | 22,328 |
| 7. To re-elect Rob Harding as a Director of the Company | 44,443,817 | 99.90% | 43,385 | 0.10% | 44,487,202 | 74.59% | 23,852 |
| 8. To re-elect Ben Wishart as a Director of the Company | 42,184,155 | 94.94% | 2,246,003 | 5.06% | 44,430,158 | 74.49% | 80,896 |
| 9. To re-elect Rosie Shapland as a Director of the Company | 44,229,070 | 99.42% | 257,864 | 0.58% | 44,486,934 | 74.59% | 24,120 |
| 10. To re-elect Lan Tu as a Director of the Company | 44,285,738 | 99.55% | 201,193 | 0.45% | 44,486,931 | 74.59% | 24,123 |
| 11. To elect Manasi Bhalerao as a Director of the Company | 44,448,352 | 99.90% | 42,453 | 0.10% | 44,490,805 | 74.59% | 20,249 |
| 12. To confirm the re-appointment of PricewaterhouseCoopers LLP as Auditor of the Company | 44,467,953 | 99.95% | 23,058 | 0.05% | 44,491,011 | 74.59% | 20,043 |
| 13. To authorise the Directors to determine the Auditor’s remuneration | 44,469,430 | 99.95% | 20,964 | 0.05% | 44,490,394 | 74.59% | 20,660 |
| 14. To authorise the Company to make political donations | 43,216,723 | 97.24% | 1,226,982 | 2.76% | 44,443,705 | 74.51% | 67,349 |
| 15. To authorise the Directors to allot shares | 43,406,493 | 97.72% | 1,012,551 | 2.28% | 44,419,044 | 74.47% | 92,010 |
| 16. To disapply general statutory pre-emption rights 3 | 43,295,719 | 97.42% | 1,145,024 | 2.58% | 44,440,743 | 74.51% | 70,311 |
| 17. To disapply additional statutory pre-emption rights 3 | 43,305,507 | 97.45% | 1,135,229 | 2.55% | 44,440,736 | 74.51% | 70,318 |
| 18. To authorise the Company to make market purchases of its ordinary shares up to 15% of the issued share capital 3 | 44,457,378 | 99.89% | 47,208 | 0.11% | 44,504,586 | 74.62% | 6,468 |
| 19. To allow a general meeting (other than an annual general meeting) to be called on 14 days’ notice 3 | 44,243,409 | 99.43% | 255,545 | 0.57% | 44,498,954 | 74.61% | 12,100 |
Resolutions 8 to 11 related to the re-election and election of the Independent Directors. Under the UK Listing Rules, because the Controlling Shareholder holds more than 30% of the voting rights of the Company, the re-election and election of an Independent Director by shareholders must be approved by a majority of both: (i) the shareholders of the Company; and (ii) the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Independent Directors who are not the Controlling Shareholder). The Company has separately counted the number of votes cast by the independent shareholders in favour of resolutions 8 to 11 and set out the votes cast below.
| Resolutions | Votes For 1 | % | Votes Against | % | Total Votes | % of Independent Issued Share Capital Voted | Votes Withheld 2 |
|---|---|---|---|---|---|---|---|
| 8. To re-elect Ben Wishart as a Director of the Company | 22,668,169 | 90.99% | 2,246,003 | 9.01% | 24,914,172 | 63.04% | 80,896 |
| 9. To re-elect Rosie Shapland as a Director of the Company | 24,713,084 | 98.97% | 257,864 | 1.03% | 24,970,948 | 63.18% | 24,120 |
| 10. To re-elect Lan Tu as a Director of the Company | 24,769,752 | 99.19% | 201,193 | 0.81% | 24,970,945 | 63.18% | 24,123 |
| 11. To elect Manasi Bhalerao as a Director of the Company | 24,932,366 | 99.83% | 42,453 | 0.17% | 24,974,819 | 63.19% | 20,249 |
1 Where shareholders appointed the Chair as their proxy with discretion as to voting, their votes were cast in favour of the resolutions.
3 Special Resolutions requiring a 75% majority.
The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 59,645,600.
The scrutineer of the poll was Equiniti Limited, the Company's Share Registrar.
The results will also be made available on the Company's website: https://www.paypointbusiness.com/corporate/investor-centre/annual-general-meeting
In accordance with UK Listing Rule 6.4.2, copies of the resolutions that do not constitute ordinary business at an annual general meeting will be submitted to the FCA’s National Storage Mechanism and will be available for viewing shortly at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
As previously disclosed in the Company’s 2026 Annual Report and succession planning procedures, and in accordance with UK Listing Rule 6.4.6, Rakesh Sharma did not stand for re-election at today’s AGM and retired from the Board at the conclusion of the meeting.
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