TP ICAP Group plc
LEI: 2138006YAA7IRVKKGE63
11 May 2022
TP ICAP Group plc
Result of Annual General Meeting
The Annual General Meeting ('AGM') of TP ICAP Group plc was held on Wednesday 11 May 2022. All resolutions put to the members were passed on a poll. Accordingly, resolutions 1 to 20 were passed as ordinary resolutions and resolutions 21 to 25 were passed as special resolutions.
| Resolutions | For | Against | Votes Total | % of ISC Voted | Votes Withheld | |||
| | | Number | % | Number | % | Number | | Number |
| 1 | To receive on an advisory basis the Annual Report and Accounts for TP ICAP Group plc for the year ended 31 December 2021 | 697,951,046 | 100.00 | 6,090 | 0.00 | 697,957,136 | 88.50 | 9,120,787 |
| 2 | To approve the Report of the Remuneration Committee (other than the part containing the Directors' Remuneration Policy) of TP ICAP Group plc for the financial year ended 31 December 2021 | 592,716,543 | 83.83 | 114,352,627 | 16.17 | 707,069,170 | 89.65 | 8,753 |
| 3 | To approve the new Directors' Remuneration Policy for the financial year ended 31 December 2021 | 602,189,092 | 85.17 | 104,878,431 | 14.83 | 707,067,523 | 89.65 | 10,400 |
| 4 | To declare a final dividend of 5.5p per ordinary share for the year ended 31 December 2021 | 707,073,836 | 100.00 | 392 | 0.00 | 707,074,228 | 89.65 | 3,695 |
| 5 | To re-elect Richard Berliand as a Director | 690,424,555 | 98.86 | 7,968,308 | 1.14 | 698,392,863 | 88.55 | 8,685,060 |
| 6 | To re-elect Nicolas Breteau as a Director | 706,122,744 | 99.87 | 928,328 | 0.13 | 707,051,072 | 89.65 | 26,851 |
| 7 | To re-elect Kath Cates as a Director | 700,883,975 | 99.13 | 6,141,233 | 0.87 | 707,025,208 | 89.65 | 52,715 |
| 8 | To re-elect Tracy Clarke as a Director | 636,451,184 | 90.02 | 70,574,600 | 9.98 | 707,025,784 | 89.65 | 52,139 |
| 9 | To re-elect Angela Crawford-Ingle as a Director | 654,389,400 | 99.07 | 6,140,887 | 0.93 | 660,530,287 | 83.75 | 46,547,636 |
| 10 | To re-elect Michael Heaney as a Director | 701,666,164 | 99.24 | 5,360,885 | 0.76 | 707,027,049 | 89.65 | 50,874 |
| 11 | To re-elect Mark Hemsley as a Director | 701,667,798 | 99.24 | 5,358,763 | 0.76 | 707,026,561 | 89.65 | 51,362 |
| 12 | To elect Louise Murray as a Director | 705,569,594 | 99.79 | 1,455,516 | 0.21 | 707,025,110 | 89.65 | 52,813 |
| 13 | To re-elect Edmund Ng as a Director | 700,881,287 | 99.13 | 6,147,762 | 0.87 | 707,029,049 | 89.65 | 48,874 |
| 14 | To re-elect Philip Price as a Director | 706,152,778 | 99.87 | 898,820 | 0.13 | 707,051,598 | 89.65 | 26,325 |
| 15 | To re-elect Robin Stewart as a Director | 705,890,910 | 99.84 | 1,158,162 | 0.16 | 707,049,072 | 89.65 | 28,851 |
| 16 | To re-appoint Deloitte LLP as auditors of TP ICAP Group plc | 684,781,499 | 96.85 | 22,277,123 | 3.15 | 707,058,622 | 89.65 | 19,301 |
| 17 | To authorise the Audit Committee of TP ICAP Group plc to fix the remuneration of the auditors | 704,617,566 | 99.65 | 2,451,566 | 0.35 | 707,069,132 | 89.65 | 8,791 |
| 18 | To authorise the Company to make political donations | 690,984,024 | 97.73 | 16,083,901 | 2.27 | 707,067,925 | 89.65 | 9,998 |
| 19 | To approve the rules of TP ICAP Group plc's new Restricted Share Plan (the 'RSP') | 608,517,905 | 86.07 | 98,519,132 | 13.93 | 707,037,037 | 89.65 | 40,886 |
| 20 | To authorise the Directors to allot shares | 628,466,895 | 88.89 | 78,580,070 | 11.11 | 707,046,965 | 89.65 | 30,958 |
| 21 | Disapplication of pre-emption rights | 631,749,231 | 89.35 | 75,293,551 | 10.65 | 707,042,782 | 89.65 | 35,141 |
| 22 | Additional authority to disapply pre-emption rights | 620,826,810 | 87.81 | 86,217,372 | 12.19 | 707,044,182 | 89.65 | 33,741 |
| 23 | Authority to purchase own shares | 623,274,201 | 88.19 | 83,489,033 | 11.81 | 706,763,234 | 89.61 | 314,689 |
| 24 | Authority to hold treasury shares pursuant to Article 58A of the Companies (Jersey) Law 1991 | 706,745,852 | 99.97 | 203,494 | 0.03 | 706,949,346 | 89.64 | 128,577 |
| 25 | Authority to call a general meeting (other than an AGM) on not less than 14 clear days' notice | 697,698,386 | 98.67 | 9,372,165 | 1.33 | 707,070,551 | 89.65 | 7,372 |
Notes:
1. The full text of all the resolutions passed at the AGM can be obtained from the Notice of AGM which is available on the Company's website at www.tpicap.com
2. Votes withheld are not votes in law and have therefore not been counted in the calculation of percentage of votes for or against a resolution.
3. Number of shares in issue: 788,670,932
In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will shortly be available for inspection at the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Andrew Eames, Group Company Secretary
Tel: +44 (0)20 7200 7000
Email: Andrew.eames@tpicap.com
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