7 May 2020
Reach plc
Results of Annual General Meeting ("AGM")
In accordance with the arrangements announced on 7 April 2020, the AGM of Reach plc (the 'Company') was held today at 10.30 am at Stoke Mill, Woking Road, Guildford GU1 1QA.
All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting. Save for resolution 4, which was not put to the meeting, resolutions 1 to 15 and 19 were passed as ordinary resolutions and resolutions 16 to 18 and 20 were passed as special resolutions. The results of the poll are set out below.
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VOTES |
% |
VOTES |
% |
VOTES |
% of ISC VOTED |
VOTES |
| 1 |
Annual Report and Accounts |
252,448,687 |
99.98% |
39,042 |
0.02% |
252,487,729 |
84.37% |
5,240,724 |
| 2 |
Remuneration Policy |
244,766,337 |
96.91% |
7,808,500 |
3.09% |
252,574,837 |
84.40% |
5,153,616 |
| 3 |
Remuneration Report |
218,662,132 |
99.63% |
819,763 |
0.37% |
219,481,895 |
73.34% |
38,246,558 |
| 4 |
Dividend |
WITHDRAWN |
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| 5 |
Elect Anne Bulford |
257,563,346 |
99.94% |
153,738 |
0.06% |
257,717,084 |
86.12% |
11,370 |
| 6 |
Elect Jim Mullen |
251,705,903 |
97.67% |
6,007,063 |
2.33% |
257,712,966 |
86.11% |
15,487 |
| 7 |
Re-elect Simon Fuller |
256,931,503 |
99.73% |
704,105 |
0.27% |
257,635,608 |
86.09% |
92,846 |
| 8 |
Re-elect Nick Prettejohn |
257,534,335 |
99.93% |
184,148 |
0.07% |
257,718,483 |
86.12% |
9,970 |
| 9 |
Re-elect Steve Hatch |
172,992,422 |
67.13% |
84,724,322 |
32.87% |
257,716,744 |
86.12% |
11,710 |
| 10 |
Re-elect David Kelly |
249,865,515 |
96.95% |
7,851,796 |
3.05% |
257,717,311 |
86.12% |
11,142 |
| 11 |
Re-elect Helen Stevenson |
257,564,186 |
99.94% |
155,256 |
0.06% |
257,719,442 |
86.12% |
9,012 |
| 12 |
Re-elect Olivia Streatfeild |
252,394,728 |
97.93% |
5,324,798 |
2.07% |
257,719,526 |
86.12% |
8,927 |
| 13 |
Appoint PricewaterhouseCoopers LLP |
257,692,075 |
99.99% |
29,384 |
0.01% |
257,721,459 |
86.12% |
6,995 |
| 14 |
Auditors' remuneration |
257,697,642 |
99.99% |
21,763 |
0.01% |
257,719,405 |
86.12% |
9,049 |
| 15 |
Allot shares |
257,195,878 |
99.80% |
516,538 |
0.20% |
257,712,416 |
86.11% |
16,038 |
| 16 |
Disapplication of pre-emption rights |
257,606,658 |
99.96% |
107,953 |
0.04% |
257,714,611 |
86.11% |
13,843 |
| 17 |
Further disapplication of pre-emption rights |
252,430,428 |
97.95% |
5,282,422 |
2.05% |
257,712,850 |
86.11% |
15,603 |
| 18 |
Purchase of own shares |
252,464,752 |
97.98% |
5,215,370 |
2.02% |
257,680,122 |
86.10% |
48,331 |
| 19 |
Political donations |
220,557,951 |
85.59% |
37,147,757 |
14.41% |
257,705,708 |
86.11% |
22,746 |
| 20 |
Notice for General Meetings |
256,058,315 |
99.36% |
1,659,072 |
0.64% |
257,717,387 |
86.12% |
11,067 |
Notes:
1. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.
2. The issued share capital figure used to calculate the percentage voted is 299,268,697. This s the figure as at the close of business on 5 May 2020 and excludes the number of ordinary shares held in treasury at that date.
3. As announced on 6 April 2020 the Board withdrew its recommendation of the final dividend for the financial year ended 29 December 2019. A confirmatory motion was passed by a simple majority on a show of hands at the Company's AGM earlier today to formally withdraw resolution numbered 4 relating to the approval of the final dividend.
The Board notes that although resolution 9, to re-elect Steve Hatch, was passed with the necessary majority, 32.87% of votes cast were against. The negative vote is understood to be due to Mr. Hatch's record of attendance at board and committee meetings in 2019. The Board regards Mr. Hatch's contribution as invaluable and benefits greatly from his expertise and strategic insight. Mr. Hatch is involved in all key debates and decisions.
The Company will seek to understand shareholders' reasons and concerns as part of its ongoing programme of engagement and will provide an update within 6 months as required by the UK Corporate Governance Code.
In accordance with Listing Rule 9.6.3R of the UK Financial Conduct Authority (FCA), a copy of the resolutions passed as Special Business at the AGM have been submitted to the UK Listing Authority and will be available for public inspection at the National Storage Mechanism (NSM) https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
| Enquiries |
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| Reach plc |
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| Jim Mullen, Chief Executive Simon Fuller, Chief Financial Officer Lorraine Clover, Group Company Secretary
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020 7293 3000 |
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| Tulchan Communications |
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| David Allchurch / Giles Kernick |
020 7353 4200 |
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| LEI: 213800GNI5XF3XOATR61 Classification: 3.1 Additional Information |
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