AVEVA Group plc (the "Company")
2021 Annual General Meeting Results
At the Company's Annual General Meeting held at 9.00 a.m. today, Wednesday 7 July 2021, all of the resolutions put to the meeting were passed on a poll vote. The results are set out below.
The full text of all the resolutions can be found in the Notice of Annual General Meeting which is available for viewing at the National Storage Mechanism which can be located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and from the Company's website www.aveva.com.
| | In Favour (including Discretionary) | Against | Total Votes Cast | Votes Withheld | |||
| Resolution | No. of Votes | % of Votes | No. of Votes | % of Votes | No. of Votes | % of issued share capital voted | No. of Votes |
| 1. To receive the annual accounts of the Company and the reports of the Directors for the financial year ended 31 March 2021 together with the auditor's reports thereon. | 281,958,025 | 99.94% | 157,273 | 0.06% | 282,115,298 | 93.67% | 89,856 |
| 2. To approve the Directors' Remuneration Report (other than the part containing the summary of the Directors' Remuneration Policy) for the financial year ended on 31 March 2021 as set out on pages 90 to 99 and 109 to 122 of the Annual Report and Accounts 2021. | 275,120,791 | 98.73% | 3,527,936 | 1.27% | 278,648,727 | 92.52% | 3,556,426 |
| 3. To declare a final dividend of 23.5 pence per ordinary share in respect of the year ended 31 March 2021 to shareholders on the register of members at close of business on 9 July 2021, payable on 4 August 2021. | 282,077,159 | 99.95% | 127,597 | 0.05% | 282,204,756 | 93.70% | 398 |
| 4. To ratify and approve the sub-plan for Californian-based participants of the AVEVA Group plc Global Employee Share Purchase Plan (which forms part of the AVEVA Group plc Global Employee Share Purchase Plan). | 282,189,432 | 99.99% | 9,995 | 0.01% | 282,199,427 | 93.70% | 5,727 |
| 5. To approve and establish the AVEVA Group plc Long Term Incentive Plan 2021. | 280,618,896 | 99.44% | 1,582,909 | 0.56% | 282,201,805 | 93.70% | 3,349 |
| 6. To approve and establish the AVEVA Group plc Restricted Share Plan 2021. | 280,727,656 | 99.48% | 1,473,330 | 0.52% | 282,200,986 | 93.70% | 4,168 |
| 7. To re-elect Olivier Blum as a Director of the Company. | 250,375,624 | 88.72% | 31,824,916 | 11.28% | 282,200,540 | 93.70% | 4,613 |
| 8. To re-elect Peter Herweck as a Director of the Company. | 280,521,588 | 99.41% | 1,678,963 | 0.59% | 282,200,551 | 93.70% | 4,603 |
| 9. To re-elect Philip Aiken as a Director of the Company. | 255,573,192 | 91.67% | 23,226,914 | 8.33% | 278,800,106 | 92.57% | 3,405,046 |
| 10. To re-elect James Kidd as a Director of the Company. | 279,931,353 | 99.20% | 2,269,188 | 0.80% | 282,200,541 | 93.70% | 4,613 |
| 11. To re-elect Jennifer Allerton as a Director of the Company. | 280,163,920 | 99.28% | 2,037,977 | 0.72% | 282,201,897 | 93.70% | 3,256 |
| 12. To re-elect Christopher Humphrey as a Director of the Company. | 272,419,036 | 96.53% | 9,781,505 | 3.47% | 282,200,541 | 93.70% | 4,613 |
| 13. To re-elect Ron Mobed as a Director of the Company. | 272,711,490 | 96.64% | 9,489,051 | 3.36% | 282,200,541 | 93.70% | 4,613 |
| 14. To re-elect Paula Dowdy as a Director of the Company. | 281,085,122 | 99.60% | 1,116,776 | 0.40% | 282,201,898 | 93.70% | 3,256 |
| 15. To re-appoint Ernst & Young LLP as auditor of the Company. | 277,464,175 | 98.32% | 4,739,059 | 1.68% | 282,203,234 | 93.70% | 1,920 |
| 16. To authorise the Directors to fix the remuneration of the auditor. | 280,648,197 | 99.45% | 1,555,867 | 0.55% | 282,204,064 | 93.70% | 1,090 |
| 17. To authorise the Company to make market purchases pursuant to Section 701 of the Companies Act 2006. | 280,632,813 | 99.54% | 1,283,179 | 0.46% | 281,915,992 | 93.61% | 289,162 |
| 18. To authorise the Directors to allot securities pursuant to Section 551 of the Companies Act 2006. | 275,270,606 | 97.54% | 6,933,956 | 2.46% | 282,204,562 | 93.70% | 592 |
| 19. To empower the Directors to allot equity securities pursuant to Section 570(1) and 573 of the Companies Act 2006. | 282,129,658 | 99.97% | 74,099 | 0.03% | 282,203,757 | 93.70% | 1,397 |
| 20. To adopt new articles of association in substitution for, and to the exclusion of, the existing articles of association. | 282,194,708 | 99.99% | 5,376 | 0.01% | 282,200,084 | 93.70% | 5,070 |
| 21.To reduce the amount standing to the credit of the share premium account of the Company by £1 billion. | 282,197,550 | 99.99% | 4,536 | 0.01% | 282,202,086 | 93.70% | 3,068 |
| 22. To allow 14 clear days' notice of general meetings. | 275,237,723 | 97.53% | 6,966,708 | 2.47% | 282,204,431 | 93.70% | 723 |
The total number of shares in issue at the voting date is 301,173,485. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes for and against the resolution.
Votes of Independent Shareholders (i.e. shareholders excluding the controlling shareholder, Schneider Electric SE) on the resolutions concerning the re-election of the independent non-executive directors
| | In Favour (including Discretionary) | Against | Total Votes Cast | Votes Withheld | |||
| Resolution | No. of Votes | % of Votes | No. of Votes | % of Votes | No. of Votes | % of Independent issued share capital voted | No. of Votes |
| 11. To re-elect Jennifer Allerton as a Director of the Company. | 103,692,295 | 98.07 | 2,037,977 | 1.93 | 105,730,272 | 84.79 | 3,256 |
| 12. To re-elect Christopher Humphrey as a Director of the Company. | 95,947,411 | 90.75 | 9,781,505 | 9.25 | 105,728,916 | 84.79 | 4,613 |
| 13. To re-elect Ron Mobed as a Director of the Company. | 96,239,865 | 91.03 | 9,489,051 | 8.97 | 105,728,916 | 84.79 | 4,613 |
| 14. To re-elect Paula Dowdy as a Director of the Company. | 104,613,497 | 98.94 | 1,116,776 | 1.06 | 105,730,273 | 84.79 | 3,256 |
The total number of shares held by independent shareholders, excluding the controlling shareholder, in issue at the voting date is 124,701,860.
The votes shown in the first table above for each independent director include those of the controlling shareholder. In the second table above, the controlling shareholder is not included.
Enquiries:
| AVEVA Group plc | |
| Claire Denton, Group General Counsel and Company Secretary | +44 (0)1223 556655 |
| Matt Springett, Head of Investor Relations | +44 (0)1223 556655 |
| | |
| FTI Consulting LLP | |
| Edward Bridges/Dwight Burden | +44 (0) 20 3727 1000 |
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