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Lancashire Holdings

AGM Information May 6, 2022

6279_dva_2022-05-06_820ee9a5-5a67-4887-bc49-2956e00e888e.pdf

AGM Information

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LANCASHIRE HOLDINGS LIMITED (the "Company")

Results of the Annual General Meeting held on 27 April 20221

RESOLUTIONS FOR and
DISCRETIONARY
AGAINST WITHHELD2 PERCENTAGE
Ordinary Resolutions
1.
To receive the Company's audited
consolidated financial statements for
the year ended 31 December 2021
together with the Directors' and
auditors' reports thereon
180,512,422 0 148,960 100.00%
2.
To approve the 2021
Annual Report on
Remuneration
162,129,911 18,530,453 1,018 89.74%
3.
That the final dividend for the year
ended 31 December 2021
recommended by the Board
of US
\$0.10 per common share be declared,
payable on 10 June 2022 to
Shareholders of record on 13 May 2022
180,659,014 0 2,368 100.00%
4.
To re-elect Peter Clarke as a Director of
the Company
175,248,727 5,327,637 85,018 97.05%
5.
To re-elect Michael Dawson as a
Director of the Company
179,084,787 1,491,577 85,018 99.17%
6.
To re-elect Simon Fraser as a Director
of the Company
176,855,612 3,720,752 85,018 97.94%
7.
To re-elect Natalie Kershaw as a
Director of the Company
178,477,511 2,098,853 85,018 98.84%
8.
To re-elect Robert Lusardi as a Director
of the Company
180,444,788 131,576 85,018 99.93%
9.
To re-elect Alex Maloney as a Director
of the Company
180,498,699 77,665 85,018 99.96%
10.
To elect Irene McDermott Brown as a
Director of the Company
179,084,787 1,483,728 92,867 99.18%
11.
To re-elect Sally Williams
as a Director
of the Company
179,138,698 1,437,666 85,018 99.20%
12.
To re-appoint KPMG LLP as auditors of
the Company
172,361,609 8,297,080 2,693 95.41%
13.
To authorise the Board to set the
auditors' remuneration
180,458,217 202,146 1,019 99.89%
14.
To grant the Directors of the Company
a general and unconditional authority
to allot shares
169,718,029 2,763,401 8,179,952 98.40%

1All the resolutions at the Annual General Meeting were taken on a poll vote.

2A vote withheld is not a vote in law and is not counted in the calculation of votes for and against a resolution.

LANCASHIRE HOLDINGS LIMITED (the "Company")

RESOLUTIONS FOR and
DISCRETIONARY
AGAINST WITHHELD2 PERCENTAGE
Special Resolutions3
15.
Subject to the approval of Resolution
14, to authorise the Directors of the
Company
to allot shares for cash on a
non pre-emptive basis up to an
aggregate nominal value of five per
cent of issued share capital
(Note: 75 per cent approval required)
176,315,386 4,344,977 1,019 97.59%
16.
Subject to the approval of Resolutions
14
and 15, to authorise the Directors of
the Company to allot shares for cash on
a non pre-emptive basis up to an
aggregate nominal value of a further
five per cent of issued share capital
(Note: 75 per cent approval required)
167,402,885 13,257,478 1,019 92.66%
17.
Subject to the approval of Resolutions
14, 15
and 16, to authorise the
Directors of the Company to allot
shares for cash on a non pre-emptive
basis up to an aggregate nominal value
of a further five per cent of issued
share capital
170,143,013 10,517,350 1,019 94.18%
(Note: 75 per cent approval required)
18.
To authorise the Company to purchase
its own shares
(Note: 75 per cent approval required)
172,334,358 8,104,457 222,567 95.51%

3A Special Resolution must be passed by a majority of not less than three-fourths of such Members as (being entitled to do so) vote in person or by proxy at a general meeting of the Company of which notice specifying the intention to propose the resolution as a special resolution has been duly given.

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