Computacenter PLC

AGM Information • May 14, 2020

National Storage Mechanism | Additional information

RNS Number : 9535M

Computacenter PLC

14 May 2020

Computacenter plc

Incorporated in England

Registration number: 03110569

LEI: 549300XSXUZ1I19DB105

ISIN: GB00BV9FP302

Computacenter plc

RESULTS OF ANNUAL GENERAL MEETING 14 MAY 2020

All resolutions put to the meeting were duly passed on a poll.  The poll results showing the number of votes received for and against each resolution are shown below. Resolutions 1 to 9 (inclusive but excluding resolution 4) were passed ordinary resolutions and resolutions 10 to 13 (inclusive) were passed as special resolutions.

In line with the instructions provided in the Notice of Annual General Meeting published by the Company on 9 April 2020 and in accordance with the current Coronavirus (COVID-19) rules implemented by the UK Government, Mike Norris and Raymond Gray, each of whom is a corporate representative and/or proxy appointed by one or more shareholders of the Company, formed the quorum for the Annual General Meeting and were the only two persons present throughout. Mr. Norris chaired the Annual General Meeting. All recommended social distancing precautions were observed by Mr. Norris and Mr. Gray, and the duration of the Annual General Meeting was minimised in accordance with current Government rules.

In line with the trading update released by the Company on 23 April 2020 where the Board announced the withdrawal of its recommendation to declare a final divided, resolution 4 proposing the declaration of a final dividend in respect of the financial year ended 31 December 2019 as set out in the Notice of the Annual General Meeting was not put to shareholders.

Resolution	Votes For*	% of Votes Cast	Votes Against	% of Votes Cast	Total Votes Cast	Total Votes Cast as a % of Issued Share Capital**	Votes Withheld***
1. To receive the Reports and Accounts for the year ended 31/12/2019	94,191,779	95.57%	4,370,440	4.43%	98,562,219	86.35%	386,592
2. Approval of the Annual Statement by the Chairman of the Remuneration Committee and the Annual Remuneration Report	98,707,330	99.99%	9,401	0.01%	98,716,731	86.49%	232,080
3. Approval of the Directors' Remuneration Policy	97,606,813	98.65%	1,339,845	1.35%	98,946,658	86.69%	2,153
5a. Re-election of A F Conophy as a director	97,941,961	98.98%	1,004,508	1.02%	98,946,469	86.69%	2,342
5b. Election of R Haas as a director	98,737,520	99.79%	208,054	0.21%	98,945,574	86.69%	3,237
5c. Re-election of P W Hulme as a director	98,138,297	99.18%	807,946	0.82%	98,946,243	86.69%	2,568
5d. Election of L Mitic as a director	98,624,064	99.68%	318,629	0.32%	98,942,693	86.68%	6,118
5e. Re-election of M J Norris as a director	98,252,462	99.56%	437,810	0.44%	98,690,272	86.46%	258,539
5f. Re-election of P J Ogden as a director	98,138,627	99.18%	807,616	0.82%	98,946,243	86.68%	2,568
5g. Re-election of T M Powell as a director	98,617,471	99.67%	324,959	0.33%	98,942,430	86.68%	6,381
5h. Re-election of R Rivaz as a director	97,922,944	98.97%	1,019,993	1.03%	98,942,937	86.68%	5,874
5i. Re-election of P Ryan as a director	94,659,155	95.67%	4,283,518	4.33%	98,942,673	86.69%	6,137
6. Re-appointment of KPMG LLP as Auditor	98,783,887	99.84%	161,616	0.16%	98,945,503	86.69%	3,308
7. Authorisation of the Directors to agree the Auditor's remuneration	98,784,077	99.84%	161,426	0.16%	98,945,503	86.69%	3,308
8. Approval of Schedule C to the Computacenter 2018 Sharesave Plan	98,902,760	99.98%	18,035	0.02%	98,920,795	86.67%	28,016
9. Authority renewed to allot shares	98,726,797	99.81%	192,679	0.19%	98,919,476	86.66%	29,335
10. Disapplication of pre-emption rights to the allotment of equity securities and sale of treasury shares for cash	98,832,523	99.91%	86,906	0.09%	98,919,429	86.66%	29,382
11. Disapplication of pre-emption rights for the purposes of financing an acquisition or other capital investment	98,598,526	99.68%	320,234	0.32%	98,918,760	86.66%	30,051
12. Approval of authority to market purchase own shares	98,619,803	99.76%	233,820	0.24%	98,853,623	86.61%	95,188
13. Approval that a general meeting (other than an AGM) may be called on not less than 14 clear days' notice	97,665,181	98.71%	1,281,195	1.29%	98,946,376	86.69%	2,435

Notes:

* Includes discretionary votes received

** Based on the total issued share capital of the Company as at 6.30pm on 12 May 2020 of 122,687,970 ordinary shares, each carrying one vote, and excluding 8,546,861 ordinary shares held in treasury

*** A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes for and against a resolution

A copy of the resolutions passed as Special Business have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM

These resolutions are also available, within the Notice of the Annual General Meeting - 2020, on the Computacenter investor website at investors.computacenter.com

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