26 May 2021, London
Intertek Group plc - Summary of Annual General Meeting
The Annual General Meeting of Intertek Group plc was held earlier today. All resolutions were passed by the requisite majority on a poll.
The results of the voting on a poll are below:
|
|
|
VOTES FOR |
% VOTES CAST FOR1 |
VOTES AGAINST |
% VOTES CAST AGAINST1 |
TOTAL VOTES VALIDLY CAST2 |
% ISSUED SHARE CAPITAL3 |
VOTES WITHHELD2 |
| 1. |
To receive the Annual Report and Accounts for the year ended 31 December 2020. |
134,680,186 |
99.99 |
10,907 |
0.01 |
134,691,093 |
83.46 |
1,036,380 |
| 2. |
To approve the Directors' Remuneration Policy. |
91,627,222 |
68.74 |
41,668,760 |
31.26 |
133,295,982 |
82.59 |
2,431,490 |
| 3. |
To approve the Directors' Remuneration Report. |
131,735,955 |
97.55 |
3,306,803 |
2.45 |
135,042,758 |
83.67 |
684,715 |
| 4. |
To approve the payment of a final dividend of 71.6p per ordinary share. |
135,133,408 |
99.58 |
572,098 |
0.42 |
135,705,506 |
84.08 |
21,967 |
| 5. |
To elect Lynda Clarizio as a Director. |
135,290,071 |
99.94 |
81,367 |
0.06 |
135,371,438 |
83.88 |
356,035 |
| 6. |
To elect Tamara Ingram as a Director. |
135,366,099 |
100.00 |
5,339 |
0.00 |
135,371,438 |
83.88 |
356,035 |
| 7. |
To elect Jonathan Timmis as a Director. |
135,321,055 |
99.72 |
383,052 |
0.28 |
135,704,107 |
84.08 |
23,366 |
| 8. |
To re-elect Andrew Martin as a Director. |
134,693,060 |
99.50 |
678,378 |
0.50 |
135,371,438 |
83.88 |
356,035 |
| 9. |
To re-elect André Lacroix as a Director. |
135,670,068 |
99.97 |
34,039 |
0.03 |
135,704,107 |
84.08 |
23,366 |
| 10. |
To re-elect Graham Allan as a Director. |
135,212,206 |
99.88 |
159,232 |
0.12 |
135,371,438 |
83.88 |
356,035 |
| 11. |
To re-elect Gurnek Bains as a Director. |
135,259,015 |
99.92 |
112,423 |
0.08 |
135,371,438 |
83.88 |
356,035 |
| 12. |
To re-elect Dame Louise Makin as a Director. |
135,272,379 |
99.93 |
98,705 |
0.07 |
135,371,084 |
83.88 |
356,389 |
| 13. |
To re-elect Gill Rider as a Director. |
130,502,152 |
96.40 |
4,869,286 |
3.60 |
135,371,438 |
83.88 |
369,035 |
| 14. |
To re-elect Jean-Michel Valette as a Director. |
134,745,067 |
99.54 |
626,017 |
0.46 |
135,371,084 |
83.88 |
370,389 |
| 15. |
To reappoint PricewaterhouseCoopers LLP as Auditor of the Company. |
135,361,936 |
99.75 |
343,341 |
0.25 |
135,705,277 |
84.08 |
22,196 |
| 16. |
To authorise the Audit Committee to determine the remuneration of the Auditor. |
135,697,255 |
100.00 |
455 |
0.00 |
135,697,710 |
84.08 |
29,763 |
| 17. |
To authorise the Directors to allot Relevant Securities. |
118,558,842 |
87.37 |
17,138,033 |
12.63 |
135,696,875 |
84.08 |
30,597 |
| 18. |
To authorise UK political donations and expenditure. |
129,028,287 |
95.32 |
6,332,009 |
4.68 |
135,360,296 |
83.87 |
367,177 |
| 19. |
To disapply pre-emption rights. |
128,522,993 |
94.78 |
7,074,218 |
5.22 |
135,597,211 |
84.02 |
130,261 |
| 20. |
To disapply pre-emption rights in relation to an acquisition or capital investment. |
129,487,414 |
95.49 |
6,108,997 |
4.51 |
135,596,411 |
84.02 |
131,061 |
| 21. |
To authorise the Company to buy back its own shares. |
134,133,898 |
98.97 |
1,395,779 |
1.03 |
135,529,677 |
83.97 |
197,796 |
| 22. |
To authorise the Company to hold general meetings (other than AGMs) on 14 clear days' notice. |
124,859,116 |
92.05 |
10,786,057 |
7.95 |
135,645,173 |
84.05 |
82,300 |
| 23. |
To Amend the Articles of Association. |
135,646,302 |
100.00 |
819 |
0.00 |
135,647,121 |
84.05 |
80,352 |
All resolutions were duly passed, and we would like to take this opportunity to thank our shareholders for their ongoing support. In relation to Resolution 2, the Board welcomes the majority support for our new Directors' Remuneration Policy but acknowledges that there were a significant number of votes opposing the resolution.
The Board is committed to maintaining ongoing, open dialogue with our shareholders. In 2020 we engaged with a number of our shareholders to fully understand their concerns following the vote on the Remuneration Policy at the 2020 AGM. Based on the feedback received and the performance of the Group, changes were proposed to the Remuneration Policy.
However, we recognise that further engagement with our shareholders is required and we plan to do this in the coming months. We will publish an update on that engagement within six months of the AGM.
Notes:
1. The percentages above are rounded to two decimal places.
2. A vote withheld is not a vote under English law and is not counted in the calculation of votes "for" and "against" a resolution.
3. The number of ordinary shares in issue at 6.30 p.m. on 24 May 2021 was 161,393,127 of which the Total Voting Rights figure was 161,393,127.
4. In accordance with the requirements of Listing Rule 9.6.2, Intertek Group plc has submitted to the National Storage Mechanism a copy of the resolutions (other than those relating to ordinary business) passed at the Annual General Meeting of Intertek Group plc held today. These will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
-ends-
Contact:
Fiona Evans, Group Company Secretary - Telephone: +44 (0) 20 7396 3400
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