HOWDEN JOINERY GROUP PLC
(the "Company")
RESULTS OF ANNUAL GENERAL MEETING AND EXTERNAL AUDITOR APPOINTMENT
At the Annual General Meeting of the Company held on 12 May 2022, all resolutions put to shareholders were duly passed on a poll with the required majorities. The full text of each resolution is contained in the Notice of Annual General Meeting. Resolutions 1 to 16 were passed as ordinary resolutions. Resolutions 17 to 19 were passed as special resolutions.
All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting. The total number of ordinary shares in issue (excluding shares held in treasury) at the close of business on 11 May 2022 was 580,889,475.
The final votes received in respect of each resolution put to the meeting were as set out below:
|
| Votes for (including discretionary votes) | % Votes for | Votes against | % Votes against | Total number of votes validly cast | % of the Company's issued share capital represented by votes validly cast | Votes withheld* | |
| Ordinary Resolutions | | | | | | | | |
| 1 | To receive and adopt the Annual Report & Accounts | 437,015,394 | 99.99% | 38,412 | 0.01% | 437,053,806 | 75.04 | 5,807,229 |
| 2 | To approve the Directors' Remuneration Report | 401,696,575 | 90.72% | 41,108,045 | 9.28% | 442,804,620 | 76.02 | 55,715 |
| 3 | To approve the Directors' Remuneration Policy | 397,988,811 | 90.67% | 40,944,575 | 9.33% | 438,933,386 | 75.36 | 3,928,507 |
| 4 | To declare a final dividend of 15.2 pence per ordinary share | 441,018,664 | 99.59% | 1,829,130 | 0.41% | 442,847,794 | 76.03 | 14,037 |
| 5 | To re-elect Karen Caddick | 417,058,000 | 95.01% | 21,888,595 | 4.99% | 438,946,595 | 75.36 | 3,915,420 |
| 6 | To re-elect Andrew Cripps | 432,343,553 | 98.50% | 6,602,227 | 1.50% | 438,945,780 | 75.36 | 3,915,913 |
| 7 | To re-elect Geoff Drabble | 394,665,589 | 89.91% | 44,279,889 | 10.09% | 438,945,478 | 75.36 | 3,915,598 |
| 8 | To re-elect Louise Fowler | 432,336,291 | 98.49% | 6,607,580 | 1.51% | 438,943,871 | 75.36 | 3,916,135 |
| 9 | To re-elect Paul Hayes | 436,087,192 | 99.35% | 2,857,738 | 0.65% | 438,944,930 | 75.36 | 3,915,193 |
| 10 | To re-elect Andrew Livingston | 438,422,872 | 99.88% | 527,857 | 0.12% | 438,950,729 | 75.36 | 3,911,085 |
| 11 | To re-elect Richard Pennycook | 408,142,527 | 95.64% | 18,600,185 | 4.36% | 426,742,712 | 73.27 | 16,118,059 |
| 12 | To re-elect Debbie White | 379,638,753 | 86.49% | 59,307,249 | 13.51% | 438,946,002 | 75.36 | 3,915,405 |
| 13 | To appoint KPMG LLP ('KPMG') as auditor | 437,510,967 | 98.80% | 5,322,793 | 1.20% | 442,833,760 | 76.03 | 27,269 |
| 14 | To authorise the Directors to determine the auditor's remuneration | 442,024,885 | 99.82% | 809,039 | 0.18% | 442,833,924 | 76.03 | 27,540 |
| 15 | To renew authority to make political donations | 432,426,322 | 97.66% | 10,356,065 | 2.34% | 442,782,387 | 76.02 | 79,985 |
| 16 | To renew the Directors' authority to allot shares | 424,324,414 | 95.83% | 18,461,742 | 4.17% | 442,786,156 | 76.02 | 75,993 |
| Special Resolutions | | | | | | | | |
| 17 | To renew the Directors' authority for the disapplication of pre-emption rights | 437,196,704 | 99.60% | 1,745,247 | 0.40% | 438,941,951 | 75.36 | 3,919,957 |
| 18 | To renew the Directors' authority to make market purchases of the Company's own shares | 436,991,348 | 98.96% | 4,604,205 | 1.04% | 441,595,553 | 75.82 | 1,265,745 |
| 19 | To authorise general meetings to be held on 14 clear days' notice | 431,824,152 | 97.51% | 11,015,829 | 2.49% | 442,839,981 | 76.03 | 21,059 |
*A vote "withheld" is not a vote in law. Votes "withheld" were not counted in the calculation of the proportion of the votes for and against each of the resolutions.
Full details of the poll results will also be available on the Company's website: www.howdenjoinerygroupplc.com/investors/shareholder/agm/
In accordance with the Listing Rules, a copy of the resolutions passed, other than ordinary business, will be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries
Forbes McNaughton, Company Secretary: +44 (0) 207 535 1137
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