Melrose Industries PLC

AGM Information • May 11, 2022

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author: Warren Fernandez
date: 2022-05-04 14:41:00+00:00

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Melrose Industries PLC

Results of Annual General Meeting

The Annual General Meeting of Melrose Industries PLC was held on Thursday 5 May 2022.

The table below sets out the results of the poll on all 20 resolutions that were put to a shareholder vote, with each shareholder present in person or by proxy being entitled to one vote per share held.

Ordinary Resolutions

Special Resolutions

There are currently 4,372,429,473 Ordinary Shares of 160/21 pence in Melrose Industries PLC in issue.

• Includes discretionary votes

** A vote ‘Withheld’ is not a vote in law and is not counted in the calculation of the proportion of votes ‘For’ or ‘Against’ a resolution.

Resolutions submitted to National Storage Mechanism

Melrose Industries PLC will be submitting to the National Storage Mechanism copies of resolutions passed at the Annual General Meeting on Thursday 5 May 2022 concerning items other than ordinary business. These documents will shortly be available for inspection at:

Melrose Industries PLC

11th Floor

The Colmore Building

20 Colmore Circus Queensway

Birmingham

West Midlands

B4 6AT

Enquiries:

Montfort Communications: +44 (0) 20 3514 0897

Nick Miles +44 (0) 7973 130 669

Charlotte McMullen +44 (0) 7921 881 800

miles@montfort.london / mcmullen@montfort.london

Resolutions	Votes ‘For’*	% of Votes Cast ‘For’	Votes ‘Against’	% of Votes Cast ‘Against’	Total Issued Share Capital Voted	Total % of Issued Share Capital Voted	Votes Withheld**
To receive the financial statements for the financial year ended 31 December 2021	3,578,289,842	99.93	2,508,605	0.07	3,580,798,447	81.89%	89,752,485
To approve the Directors’ Remuneration Report for the year ended 31 December 2021	3,549,339,509	97.34	96,831,990	2.66	3,646,171,499	83.39%	24,379,433
To declare a final dividend of 1 pence per ordinary share for the year ended 31 December 2021	3,668,726,493	100.00	110,239	0.00	3,668,836,732	83.91%	1,714,200
To re-elect Christopher Miller as a Director of the Company	3,659,529,350	99.75	9,138,409	0.25	3,668,667,759	83.90%	1,883,173
To re-elect Simon Peckham as a Director of the Company	3,659,940,343	99.76	8,719,855	0.24	3,668,660,198	83.90%	1,890,734
To re-elect Geoffrey Martin as a Director of the Company	3,637,713,069	99.16	30,946,066	0.84	3,668,659,135	83.90%	1,891,797
To re-elect Peter Dilnot as a Director of the Company	3,659,700,657	99.76	8,957,541	0.24	3,668,658,198	83.90%	1,892,734
To re-elect Justin Dowley as a Director of the Company	3,427,864,655	93.44	240,789,260	6.56	3,668,653,915	83.90%	1,897,017
To re-elect David Lis as a Director of the Company	3,624,470,089	98.80	44,185,130	1.20	3,668,655,219	83.90%	1,895,713
To re-elect Charlotte Twyning as a Director of the Company	3,630,175,149	98.95	38,466,525	1.05	3,668,641,674	83.90%	1,909,258
To re-elect Funmi Adegoke as a Director of the Company	3,634,518,731	99.07	34,095,835	0.93	3,668,614,566	83.90%	1,936,366
To elect Heather Lawrence as a Director of the Company	3,663,054,766	99.85	5,576,479	0.15	3,668,631,245	83.90%	1,919,687
To elect Victoria Jarman as a Director of the Company	3,663,098,826	99.85	5,545,608	0.15	3,668,644,434	83.90%	1,906,498
To re-appoint Deloitte LLP as auditor of the Company	3,536,337,246	96.40	132,248,019	3.60	3,668,585,265	83.90%	1,965,667
To authorise the Audit Committee to determine the auditor’s remuneration	3,633,734,492	99.05	34,916,431	0.95	3,668,650,923	83.90%	1,899,832
To renew the authority given to Directors to allot shares	3,611,242,553	98.43	57,520,604	1.57	3,668,763,157	83.91%	1,787,775

| Resolutions | Votes ‘For’ | % of Votes Cast ‘For’ | Votes ‘Against’ | % of Votes Cast ‘Against’ | Total Issued Share Capital Voted | Total % of Issued Share Capital Voted |
Votes Withheld* |
| --- | --- | --- | --- | --- | --- | --- | --- |
| To give the Directors authority to allot equity securities without application of pre-emption rights | 3,650,766,843 | 99.51 | 17,949,462 | 0.49 | 3,668,716,305 | 83.91% | 1,834,627 |
| To give the Directors authority to allot equity securities used only for the purpose of financing a transaction which the Directors determine to be an acquisition or other capital investment | 3,529,202,957 | 96.20 | 139,430,478 | 3.80 | 3,668,633,435 | 83.90% | 1,917,497 |
| To authorise market purchase of shares | 3,590,006,908 | 97.86 | 78,423,097 | 2.14 | 3,668,430,005 | 83.90% | 2,120,927 |
| To approve the calling of a general meeting other than an Annual General Meeting on no less than 14 days’ notice | 3,572,388,912 | 97.37 | 96,375,145 | 2.63 | 3,668,764,057 | 83.91% | 1,786,875 |