RATHBONES GROUP PLC (the "Company")
LEI: 213800MBTHM6UE8ZQP29
RESULTS OF THE 2023 ANNUAL GENERAL MEETING
NOTIFICATION REQUIRED BY LISTING RULE 9.6.18
At the fifty-second Annual General Meeting of the Company, held at 8 Finsbury Circus, London, EC2M 7AZ on Thursday 4 May 2023, all the resolutions proposed (which were contained in the Notice of Meeting dated 30 March 2023) were passed on a poll.
Resolutions 1 to 14 were ordinary resolutions and resolutions 15 to 18 were special resolutions.
The full text of the resolutions is set out in the Notice of Meeting, a copy of which is on the Company's at www.rathbones.com/investor-relations/corporate-governance/general-meetings. In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will be submitted to the Financial Conduct Authority via the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The results of the poll are as follows:
| | Resolution | For | % | Against | % | Votes cast | Votes cast as a % of the voting capital | Withheld |
| 1 | To adopt the report and accounts for the year ended 31 December 2022 | 48,650,756 | 99.98 | 8,189 | 0.02 | 48,658,945 | 76.71% | 419,279 |
| 2 | To approve the directors' remuneration report for the year ended 31 December 2022 | 42,929,247 | 87.99 | 5,860,651 | 12.01 | 48,789,898 | 76.92% | 288,326 |
| 3 | To declare a final dividend of 56p per share for the year ended 31 December 2022 | 48,417,321 | 99.19 | 393,987 | 0.81 | 48,811,308 | 76.95% | 266,916 |
| 4 | To re-elect Clive Bannister as a director | 48,235,540 | 98.84 | 564,175 | 1.16 | 48,799,715 | 76.93% | 278,509 |
| 5 | To re-elect Paul Stockton as a director | 48,795,319 | 99.98 | 8,346 | 0.02 | 48,803,665 | 76.94% | 274,559 |
| 6 | To re-elect Jennifer Mathias as a director | 48,670,790 | 99.91 | 43,942 | 0.09 | 48,714,732 | 76.80% | 363,492 |
| 7 | To re-elect Iain Cummings as a director | 45,676,599 | 93.76 | 3,038,133 | 6.24 | 48,714,732 | 76.80% | 363,492 |
| 8 | To re-elect Terri Duhon as a director | 45,667,855 | 93.75 | 3,046,842 | 6.25 | 48,714,697 | 76.80% | 363,527 |
| 9 | To re-elect Sarah Gentleman as a director | 44,252,915 | 90.84 | 4,462,917 | 9.16 | 48,715,832 | 76.80% | 362,392 |
| 10 | To re-elect Dharmash Mistry as a director | 45,676,356 | 93.76 | 3,037,976 | 6.24 | 48,714,332 | 76.80% | 363,892 |
| 11 | To re-appoint Deloitte LLP as auditors of the company | 48,798,508 | 99.98 | 8,801 | 0.02 | 48,807,309 | 76.94% | 270,915 |
| 12 | To authorise the audit committee to agree the remuneration of the auditors | 48,802,590 | 99.98 | 8,826 | 0.02 | 48,811,416 | 76.95% | 266,808 |
| 13 | To approve an authority to make political donations and to incur political expenditure | 46,493,749 | 95.40 | 2,242,866 | 4.60 | 48,736,615 | 76.83% | 341,609 |
| 14 | To approve a general authority to allot ordinary shares | 44,130,121 | 90.41 | 4,680,720 | 9.59 | 48,810,841 | 76.95% | 267,383 |
| 15 | To authorise the disapplication of pre-emption rights | 46,570,920 | 95.53 | 2,176,931 | 4.47 | 48,747,851 | 76.85% | 330,373 |
| 16 | To further authorise the disapplication of pre-emption rights regarding shares issued in connection with an acquisition or capital investment | 42,786,946 | 87.77 | 5,961,243 | 12.23 | 48,748,189 | 76.85% | 330,035 |
| 17 | To authorise market purchases of ordinary shares | 48,480,880 | 99.34 | 321,094 | 0.66 | 48,801,974 | 76.93% | 276,250 |
| 18 | To authorise the convening of a general meeting (other than the AGM) of not less than 14 days' notice | 45,454,599 | 93.12 | 3,356,145 | 6.88 | 48,810,744 | 76.95% | 267,480 |
For the purposes of section 341 of the Companies Act 2006, the votes cast are expressed as a percentage of 63,433,381 ordinary shares. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution.
Ali Johnson
Company Secretary
Email: CompanySecretariat@rathbones.com
Tel: 07901 118456
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