30 June 2022
M&C Saatchi plc
("M&C Saatchi" or the "Company")
Result of Annual General Meeting
M&C Saatchi plc confirms that at the Company's Annual General Meeting, held earlier today at 11 a.m., all of the resolutions were voted on by poll and were duly passed by the required majority.
The full text of each resolution was included in the Company's Notice of Annual General Meeting posted to shareholders and made available on the Company's website www.mcsaatchiplc.com/reports-results/2022.
The following table shows the results of the votes cast.
| Resolution | Total votes cast (excl. Votes Withheld) | For (*) | Against | Withheld (**) | |||
| | | Number | Number | % | Number | % | Number |
| Ordinary Resolutions | |||||||
| 1 | To approve the Annual Report and Accounts | 99,427,095 | 99,424,917 | 100.00 | 2,178 | 0.00 | 43,583 |
| 2 | To approve the Directors' Remuneration Report | 72,269,478 | 68,294,602 | 94.50 | 3,974,876 | 5.50 | 27,201,200 |
| 3 | To reappoint auditors of the Company | 99,469,478 | 99,462,800 | 99.99 | 6,678 | 0.01 | 1,200 |
| 4 | To approve the auditors' remuneration | 99,469,478 | 99,424,381 | 99.95 | 45,097 | 0.05 | 1,200 |
| 5 | To re-appoint Gareth Davis as a director of the Company | 99,140,388 | 67,404,434 | 67.99 | 31,735,954 | 32.01 | 330,290 |
| 6 | To re-appoint Lisa Gordon as a director of the Company | 99,469,478 | 67,395,447 | 67.75 | 32,074,031 | 32.25 | 1,200 |
| 7 | To re-appoint Louise Jackson as a director of the Company | 99,469,478 | 98,082,122 | 98.61 | 1,387,356 | 1.39 | 1,200 |
| 8 | To re-appoint Colin Jones as a director of the Company | 99,469,478 | 98,082,122 | 98.61 | 1,387,356 | 1.39 | 1,200 |
| 9 | To re-appoint Moray MacLennan as a director of the Company | 99,469,478 | 99,444,626 | 99.98 | 24,852 | 0.02 | 1,200 |
| 10 | Authority for directors to allot shares | 99,462,780 | 99,460,602 | 100.00 | 2,178 | 0.00 | 7,898 |
| 11 | Authority for directors to allot rights issue shares | 99,462,780 | 99,458,602 | 100.00 | 4,178 | 0.00 | 7,898 |
| Special Resolutions | |||||||
| 12 | Authority for directors to allot shares on a non-pre-emptive basis (1) | 99,457,964 | 95,002,029 | 95.52 | 4,455,935 | 4.48 | 12,714 |
| 13 | Authority for directors to allot shares on a non-pre-emptive basis (2) | 99,457,964 | 95,002,029 | 95.52 | 4,455,935 | 4.48 | 12,714 |
| 14 | Authority for the Company to purchase up to 10% of its own share capital | 99,455,791 | 99,431,413 | 99.98 | 24,378 | 0.02 | 14,887 |
*Includes discretionary votes.
**A vote "Withheld" is not a vote in law and is therefore not counted towards the proportion of votes "For" or "Against" the resolution.
All resolutions presented to shareholders at the Annual General Meeting were passed with the required majority of votes. However, the Board recognises that some shareholders opposed resolutions 5 and 6 being the re-appointments of Gareth Davis and Lisa Gordon, respectively, as directors of the Company. The Board notes that a significant proportion of the votes cast against resolutions 5 and 6 were cast by AdvancedAdvT Limited ("ADV") and Vin Murria, a director of ADV. ADV has made a hostile offer for the Company.
The Board remains focused on delivering its strategy as set out in the Next Fifteen Communications Group plc scheme document published on 17 June 2022 and the ADV offer defence circular published on 28 June 2022.
The results of the poll will be published on the Company's website www.mcsaatchiplc.com/reports-results/2022
| For further information please call:
| |
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
