Result of AGM
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22 May 2024 - The Company announces that at its Annual General Meeting held on 22 May 2024 at its offices at 675 Mitcham Road, Croydon CR9 3AL, all of the resolutions tabled at the meeting were passed on a poll vote. Resolutions 1 to 13 inclusive were passed as ordinary resolutions and resolutions 14 to 17 inclusive were passed as special resolutions.
The total number of ordinary shares in issue in relation to the AGM is 48,846,234. Votes were cast by shareholders in respect of 28,504,200 ordinary shares amounting to 58.35% of the issued share capital.
The votes cast* were recorded as follows:
| Resolution | For | % of votes cast | Against | % of votes cast | Votes Withheld | |
|---|---|---|---|---|---|---|
| 1. | To receive the Annual Report of the Company for the year ended 31 December 2023 | 28,500,344 | 100.00 | - | 0.00 | 3,856 |
| 2 | To approve the Annual Statement by the Chair of the Remuneration Committee and the Annual Report on Remuneration for the year ended 31 December 2023 set out on pages 90 to 103 of the Annual Report. | 27,375,656 | 96.07 | 1,121,323 | 3.93 | 7,221 |
| 3 | To declare a final dividend for the year ended 31 December 2023 of 4.90 pence per ordinary share, such dividend to be payable on 3 June 2024 to shareholders on the register of members of the Company at the close of business on 3 May 2024. | 28,504,200 | 100.00 | - | 0.00 | - |
| 4 | To re-elect L Drummond as a Director. | 27,361,612 | 95.99 | 1,141,866 | 4.01 | 722 |
| 5. | To elect R M Cox as a Director. | 28,383,334 | 100.00 | 146 | 0.00 | 120,720 |
| 6. | T o re-elect G C McGrath as a Director. | 28,500,198 | 100.00 | 146 | 0.00 | 3,856 |
| 7 | To re-elect J D Carling as a Director. | 28,234,204 | 99.06 | 269,274 | 0.94 | 722 |
| 8. | T o re-elect D G Robertson as a Director. | 28,231,068 | 99.06 | 269,274 | 0.94 | 3,858 |
| 9. | T o elect M S Swift as a Director. | 28,382,581 | 100.00 | 899 | 0.00 | 120,720 |
| 10. | To re-elect C A Wall as a Director. | 28,230,544 | 99.04 | 272,935 | 0.96 | 721 |
| 11. | To re-appoint PKF Littlejohn LLP as Auditor of the Company. | 28,380,834 | 99.99 | 2,646 | 0.01 | 120,720 |
| 12. | To authorise the Audit Committee to determine the Auditor's remuneration. | 28,500,834 | 100.00 | 146 | 0.00 | 3,220 |
| 13. | To authorise the Directors to allot shares. | 28,365,815 | 99.56 | 124,346 | 0.44 | 14,039 |
| 14. | To authorise the Directors to allot equity securities for cash. | 28,374,893 | 99.57 | 123,682 | 0.43 | 5,625 |
| 15. | To authorise the Directors, in addition to resolution 14, to allot further equity securities for financing (and refinancing) purposes only. | 28,378,719 | 99.57 | 122,556 | 0.43 | 2,925 |
| 16. | To authorise market purchases of shares. | 28,501,980 | 99.99 | 2,220 | 0.01 | - |
| 17. | That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice. | 27,637,020 | 96.96 | 867,179 | 3.04 | 1 |
* Total votes cast excludes votes withheld as a vote withheld is not a vote in law.
Further details of the resolutions (including the text of the resolutions) are given in the Notice of the 2024 Annual General Meeting, which is on page 161 of the 2023 Annual Report and which is also available on the Company's website.
Pursuant to Listing Rule 9.6, the Company also confirms that a copy of all relevant resolutions passed at its AGM will shortly be made available for public inspection via the National Storage Mechanism.
Lydia Harratt
Group Company Secretary
Zotefoams plc
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