13 May 2021
SIG plc
("SIG" or the "Company")
Results of Annual General Meeting ("AGM") held on 13 May 2021
LEI: 213800VDC1BKJEZ8PV53
SIG plc announces that at its Annual General Meeting (AGM) held earlier today, all the resolutions put to shareholders were passed by the requisite majorities. Resolutions 1 -15 were passed as ordinary resolutions and Resolutions 16 - 21 were passed as special resolutions. The results of the polls are as follows:
| | | | | | | | |
| RESOLUTION | FOR |
% | AGAINST |
% | TOTAL | % OF ISSUED SHARE CAPITAL |
WITHHELD |
| ORDINARY RESOLUTION | | | | | | | |
| 1. To receive the financial statements for the year ended 31 December 2020 together with the reports of the Directors and Auditors thereon | 922,725,438 | 99.99% | 75,792 | 0.01% | 922,801,230 | 78.10% | 43,955,570 |
| 2. To approve the Annual Statement of the Chair of the Remuneration Committee and the Directors' Remuneration Report for the year ended 31 December 2020 | 726,297,790 | 76.55% | 222,519,260 | 23.45% | 948,817,050 | 80.30% | 17,939,750 |
| 3. To re-elect Andrew Allner as a Director | 903,513,638 | 97.90% | 19,402,886 | 2.10% | 922,916,524 | 78.11% | 43,840,276 |
| 4. To re-elect Steve Francis as a Director | 966,609,013 | 99.99% | 132,033 | 0.01% | 966,741,046 | 81.82% | 15,754 |
| 5. To elect Ian Ashton as a Director | 966,619,229 | 99.99% | 114,171 | 0.01% | 966,733,400 | 81.82% | 23,400 |
| 6. To elect Shatish Dasani as a Director | 966,685,243 | 100.00% | 44,407 | 0.00% | 966,729,650 | 81.82% | 27,150 |
| 7. To elect Bruno Deschamps as a Director | 730,415,844 | 86.71% | 111,938,604 | 13.29% | 842,354,448 | 71.29% | 124,402,352 |
| 8. To elect Kath Durrant as a Director | 966,632,114 | 99.99% | 102,913 | 0.01% | 966,735,027 | 81.82% | 21,773 |
| 9. To elect Simon King as a Director | 966,693,250 | 100.00% | 41,777 | 0.00% | 966,735,027 | 81.82% | 21,773 |
| 10. To re-elect Gillian Kent as a Director | 955,053,531 | 98.79% | 11,689,142 | 1.21% | 966,742,673 | 81.82% | 14,127 |
| 11. To re-elect Alan Lovell as a Director | 955,008,656 | 98.79% | 11,734,017 | 1.21% | 966,742,673 | 81.82% | 14,127 |
| 12. To elect Christian Rochat as a Director | 846,532,656 | 99.87% | 1,076,484 | 0.13% | 847,609,140 | 71.74% | 119,147,660 |
| 13. To re-appoint Ernst & Young LLP as Auditor to the Company | 922,840,450 | 95.46% | 43,907,294 | 4.54% | 966,747,744 | 81.82% | 9,056 |
| 14. To authorise the Audit Committee of the Board to determine the Auditor's remuneration | 966,695,311 | 100.00% | 43,550 | 0.00% | 966,738,861 | 81.82% | 17,939 |
| 15. To authorise the Directors to allot shares in the Company or grant rights to subscribe for or convert any security into shares in the Company | 905,768,747 | 98.14% | 17,156,943 | 1.86% | 922,925,690 | 78.11% | 43,831,110 |
| SPECIAL RESOLUTION | | | | | | | |
| 16. The Directors be empowered pursuant to the Companies Act 2006 to allot equity securities for cash | 966,599,730 | 99.98% | 145,798 | 0.02% | 966,745,528 | 81.82% | 11,272 |
| 17. The Directors be empowered pursuant to the Companies Act 2006 to allot equity securities for cash | 920,113,685 | 95.18% | 46,629,562 | 4.82% | 966,743,247 | 81.82% | 13,553 |
| 18. That the Company is authorised pursuant to the Companies Act 2006 to make market purchases | 922,747,013 | 95.45% | 43,971,348 | 4.55% | 966,718,361 | 81.82% | 38,439 |
| 19. That a general meeting of the Company, other than AGM, may be called on not less than 14 clear days' notice | 821,298,643 | 84.95% | 145,449,085 | 15.05% | 966,747,728 | 81.82% | 9,072 |
| 20. That, subject to court approval, the entire amount standing the credit of the Company's share premium account be cancelled | 966,594,638 | 99.99% | 129,062 | 0.01% | 966,723,700 | 81.82% | 33,100 |
| 21. That the articles of association produced at the meeting be adopted as the new articles of the Company. | 966,604,640 | 99.99% | 111,587 | 0.01% | 966,716,227 | 81.82% | 40,573 |
Notes
1. Any proxy appointments which gave discretion to the Chairman have been included in the "for" total.
2. A "vote withheld" is not a vote in law and is not counted in the calculation proportion of the votes "for" or "against" a resolution.
3. In accordance with UK Listing Rule 9.6.2, copies of all resolutions passed other than resolutions concerning ordinary business have been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
4. A copy of the Annual General Meeting results will be available on the SIG plc website at www.sigplc.com.
5. Issued share capital as at 13 May 2021 is 1,181,556,977 ordinary shares of 10 pence each in the capital of the Company.
All resolutions were duly passed, and we would like to take this opportunity to thank our shareholders for their ongoing support.
In relation to Resolution 2, the Board welcomes the majority support for the Annual Statement by the Chair of the Remuneration Committee and the Directors' Remuneration Report for the year ended 31 December 2020. The Board intends to consult with shareholders over the coming months and expects to provide an update on the Company's website on this consultation process and any actions taken or proposed to be taken within six months of today's date in accordance with the UK Corporate Governance Code 2018.
Enquiries
SIG plc
Andrew Allner, Chairman +44 (0) 114 285 6300
Steve Francis, Chief Executive Officer +44 (0) 114 285 6300
Ian Ashton, Chief Financial Officer +44 (0) 114 285 6300
FTI Consulting
Richard Mountain +44 (0) 20 3727 1340
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