| SThree (STEM)
SThree: Result of Annual General Meeting
20-Apr-2022 / 13:24 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
20 April 2022
SThree plc
("SThree" or the "Company")
Results of Annual General Meeting
The Company announces the voting results of its Annual General Meeting held earlier today.
All resolutions put to the meeting were passed with the requisite majority by means of a poll. Resolutions 1 to 7 and resolutions 9 to 13 were each passed as Ordinary resolutions (requiring a simple majority for them to be passed) and resolutions 14 to 16 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed).
The polling results for each resolution are set out below:
| |
Resolution |
Votes For |
% |
Votes Against |
% |
Total votes |
% of ISC Voted (1) |
Votes Withheld (2) |
| 1 |
To receive the Annual Report and Accounts for the year ended 30 November 2021. |
103,713,776 |
100.00 |
792 |
0.00 |
103,714,568 |
77.59 |
952,976 |
| 2 |
To declare a final dividend of 8.0 pence per ordinary share. |
104,649,982 |
99.98 |
16,716 |
0.02 |
104,666,698 |
78.30 |
846 |
| 3 |
To approve the Directors' Remuneration Report for the year ended 30 November 2021, other than the part containing the directors' remuneration policy. |
55,874,397 |
54.42 |
46,806,243 |
45.58 |
102,680,640 |
76.81 |
1,986,904 |
| 4 |
To elect Timo Lehne as a Director of the Company. |
102,508,343 |
97.94 |
2,158,602 |
2.06 |
104,666,945 |
78.30 |
599 |
| 5 |
To elect Andrew Beach as a Director of the Company. |
102,325,358 |
97.76 |
2,340,772 |
2.24 |
104,666,130 |
78.30 |
1,414 |
| 6 |
To re-elect James Bilefield as a Director of the Company. |
85,635,237 |
81.82 |
19,032,307 |
18.18 |
104,667,544 |
78.30 |
0 |
| 7 |
To re-elect Denise Collis as a Director of the Company. |
93,015,636 |
88.87 |
11,651,605 |
11.13 |
104,667,241 |
78.30 |
303 |
| 8 |
To re-elect Anne Fahy as a Director of the Company. |
Resolution withdrawn |
| 9 |
To re-elect Barrie Brien as a Director of the Company. |
103,244,710 |
98.64 |
1,422,531 |
1.36 |
104,667,241 |
78.30 |
303 |
| 10 |
To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company. |
77,356,963 |
78.00 |
21,821,424 |
22.00 |
99,178,387 |
74.19 |
5,489,157 |
| 11 |
To authorise the Audit Committee to determine the Auditor's remuneration. |
104,440,930 |
99.78 |
225,518 |
0.22 |
104,666,448 |
78.30 |
1,096 |
| 12 |
To authorise the Company and its subsidiaries to make political donations and incur political expenditure. |
104,290,792 |
99.65 |
361,615 |
0.35 |
104,652,407 |
78.29 |
15,137 |
| 13 |
To authorise the Directors to allot shares. |
94,629,001 |
90.41 |
10,037,448 |
9.59 |
104,666,449 |
78.30 |
1,095 |
| 14 |
To authorise the Company to call general meetings on not less than 14 clear days' notice. |
101,958,078 |
97.41% |
2,708,371 |
2.59 |
104,666,449 |
78.30 |
1,095 |
| 15 |
To disapply statutory pre-emption rights. |
104,652,194 |
99.99% |
14,255 |
0.01 |
104,666,449 |
78.30 |
1,095 |
| 16 |
To authorise the Company to purchase its own Shares. |
102,488,117 |
98.31% |
1,759,254 |
1.69 |
104,247,371 |
77.98 |
420,173 |
Notes
- Based on total issued share capital of 133,667,879 ordinary shares (as at 18 April 2022).
- A vote withheld is not a vote in law and is not counted towards votes cast "For" or "Against" a resolution.
- The total voting rights of the Company on 18 April 2022 were 133,667,879.
- The 'For' vote includes those giving the Chairman discretion.
Resolutions 3 and 10
In respect of those resolutions where there was over circa 20% voted against, namely Resolution 3 (the approval of the Directors' Remuneration Report) and Resolution 10 (the re-appointment of PricewaterhouseCoopers LLP as Auditors), the Board confirms that it will consult and engage with the relevant shareholders to understand their views. An update of this engagement will be published within six months, as well as a final summary in the Company's Annual Report for the 2022 Financial Year.
The resolution to reappoint Anne Fahy as a Non-Executive Director of the Company (Resolution 8) was withdrawn following her resignation from the Company with effect from 19 April 2022, as announced by the Company on that day.
National Storage Mechanism
In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will shortly be submitted to the FCA's National Storage Mechanism and will be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Enquiries:
| SThree plc |
Via Alma |
| Timo Lehne, Interim Chief Executive Officer Andrew Beach, Chief Financial Officer Kate Danson, Company Secretary |
|
| Alma PR |
+44 20 3405 0205 |
| Rebecca Sanders-Hewett Susie Hudson |
SThree@almapr.co.uk |
- Ends -
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