Kingspan Group plc
AGM results
29 April 2022
Shareholders of Kingspan Group plc ("the Company") are informed that following the Annual General Meeting held today, the results of the poll vote for each resolution are as follows:
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RESOLUTION | VOTES FOR | VOTES AGAINST | TOTAL VOTES | | VOTES WITHHELD |
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| NUMBER | % | NUMBER | % | NUMBER | % OF TOTAL VOTING RIGHTS | |
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| 01, TO ADOPT THE FINANCIAL STATEMENTS. | 147,202,175 | 99.31% | 1,021,281 | 0.69% | 148,223,456 | 81.60% | | 49,506 | | |
| 02, DECLARE A FINAL DIVIDEND. | 146,846,816 | 99.05% | 1,415,427 | 0.95% | 148,262,243 | 81.62% | | 10,719 | | |
| 03A, RE-ELECT JOST MASSENBERG. | 112,730,507 | 76.15% | 35,312,565 | 23.85% | 148,043,072 | 81.50% | | 229,890 | | |
| 03B, RE-ELECT GENE M. MURTAGH. | 117,881,094 | 94.40% | 6,996,347 | 5.60% | 124,877,441 | 68.75% | | 23,395,521 | | |
| 03C, RE-ELECT GEOFF DOHERTY. | 141,882,589 | 95.85% | 6,150,665 | 4.15% | 148,033,254 | 81.49% | | 239,708 | | |
| 03D, RE-ELECT RUSSELL SHIELS. | 141,019,477 | 95.26% | 7,013,777 | 4.74% | 148,033,254 | 81.49% | | 239,708 | | |
| 03E, RE-ELECT GILBERT McCARTHY. | 141,642,175 | 95.82% | 6,171,914 | 4.18% | 147,814,089 | 81.37% | | 458,873 | | |
| 03F, RE-ELECT LINDA HICKEY. | 126,421,555 | 85.27% | 21,840,682 | 14.73% | 148,262,237 | 81.62% | | 10,725 | | |
| 03G, RE-ELECT MICHAEL CAWLEY. | 144,252,696 | 97.30% | 4,009,547 | 2.70% | 148,262,243 | 81.62% | | 10,719 | | |
| 03H, RE-ELECT JOHN CRONIN. | 127,439,759 | 85.96% | 20,810,536 | 14.04% | 148,250,295 | 81.61% | | 22,667 | | |
| 03I, RE-ELECT ANNE HERATY. | 147,395,019 | 99.42% | 855,276 | 0.58% | 148,250,295 | 81.61% | | 22,667 | | |
| 03J, ELECT ÉIMEAR MOLONEY. | 147,595,014 | 99.56% | 655,281 | 0.44% | 148,250,295 | 81.61% | | 22,667 | | |
| 03K, ELECT PAUL MURTAGH. | 141,446,147 | 95.56% | 6,574,165 | 4.44% | 148,020,312 | 81.49% | | 252,650 | | |
| 04, REMUNERATION OF AUDITORS. | 147,580,946 | 99.57% | 643,795 | 0.43% | 148,224,741 | 81.60% | | 48,221 | | |
| 05, RECEIVE THE COMPANY'S PLANET PASSIONATE REPORT. | 141,214,790 | 96.10% | 5,736,878 | 3.90% | 146,951,668 | 80.90% | | 1,321,294 | | |
| 06, RECEIVE POLICY ON DIRECTORS' REMUNERATION. | 118,371,401 | 79.85% | 29,864,415 | 20.15% | 148,235,816 | 81.61% | | 37,146 | | |
| 07, RECEIVE REPORT OF REMUNERATION COMMITTEE. | 144,299,108 | 97.34% | 3,937,125 | 2.66% | 148,236,233 | 81.61% | | 36,729 | | |
| 08, DIRECTORS TO ALLOT SECURITIES. | 145,417,779 | 98.08% | 2,850,282 | 1.92% | 148,268,061 | 81.62% | | 4,901 | | |
| 09, DIS-APPLICATION OF PRE-EMPTION RIGHTS. | 147,295,702 | 99.34% | 971,936 | 0.66% | 148,267,638 | 81.62% | | 5,324 | | |
| 10, ADDITIONAL 5% DIS-APPLICATION OF PRE-EMPTION RIGHTS | 146,824,902 | 99.03% | 1,442,736 | 0.97% | 148,267,638 | 81.62% | | 5,324 | | |
| 11, PURCHASE OF COMPANY SHARES. | 147,839,113 | 99.75% | 375,485 | 0.25% | 148,214,598 | 81.59% | | 58,364 | | |
| 12, RE-ISSUE OF TREASURY SHARES. | 148,222,649 | 99.98% | 35,967 | 0.02% | 148,258,616 | 81.62% | | 14,346 | | |
| 13, APPROVE EGM ON 14 DAYS' NOTICE. | 139,526,925 | 94.11% | 8,733,608 | 5.89% | 148,260,533 | 81.62% | | 12,429 | | |
| 14, AMEND THE KINGSPAN GROUP PLC 2017 PERFORMANCE SHARE PLAN. | 118,772,777 | 80.12% | 29,462,196 | 19.88% | 148,234,973 | 81.61% | | 37,989 | | |
The Board notes that whilst all resolutions were supported by the majority of all shareholders, Resolution 3(a) received votes against of 23.8% and Resolution 6 received votes against of 20.1%. The Company will engage with shareholders in the coming months to develop a deeper understanding of the variety of views we have heard on the AGM resolutions over the past few weeks.
Notes to AGM figures:
| 1 | The percentage of votes "For" and "Against" each resolution are expressed as a percentage of the total votes cast "For" and "Against" the resolution (together the "Total Votes"). A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" and "Against" a resolution. |
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| 2 | The "% of Total Voting Rights" column shows the percentage that the Total Votes on that resolution represent of the total number of voting rights attached to shares in issue at the date of the AGM. The total number of voting rights attached to shares in issue at the meeting record date was 181,648,837. |
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| 3 | The full terms of all resolutions were set out in the Notice to shareholders dated 21 March 2022 and made available on the Company's website www.kingspan.com/agm2022. |
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| 4 | In accordance with the Listing Rules, copies of the resolutions passed at the AGM under Special Business have been submitted to Euronext Dublin and to the UK National Storage Mechanism where they will shortly be available for inspection at:
https://direct.euronext.com/#/oamfiling
and at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
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Lorcan Dowd
Group Company Secretary
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