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FORTERRA PLC

Declaration of Voting Results & Voting Rights Announcements May 24, 2022

5334_dva_2022-05-24_41d7fb93-fdcc-450d-a2db-dcf0a4458f06.html

Declaration of Voting Results & Voting Rights Announcements

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National Storage Mechanism | Additional information

RNS Number : 6539M

Forterra plc

24 May 2022

Forterra plc

Annual General Meeting 2022 Results

The Annual General Meeting of Forterra plc (the "Company") was held at the offices of Forterra plc, Atherstone Road, Measham, Swadlincote, Derbyshire, DE12 7EL on Tuesday 24th May 2022 at 12:00pm.

All of the resolutions were voted upon by poll and were passed by shareholders. The total number of ordinary shares in issue was 222,335,577shares.

The full text of each resolution is contained in the notice of Annual General Meeting, which is available on the Company's website www.forterraplc.co.uk (with each resolution number below corresponding to the resolution number in the notice).

The total number of votes for and against each of the resolutions put before the Annual General Meeting and the number of votes withheld were as follows.

Resolution Votes for Votes Against Total Votes Cast (excluding withheld) Votes Withheld*
No of Shares % of shares voted No of Shares % of shares voted No of shares
Resolution 1

To receive and adopt the Annual Report and Accounts to 31 December 2021
94,153,183 100.00% 0 0.00% 94,153,183 88,036,574

****
Resolution 2

To re-appoint Ernst & Young LLP as Auditor.
182,078,888 99.99% 9,263 0.01% 182,088,151 15,748
Resolution 3

To authorise the remuneration of the Auditor
181,081,917 99.45% 1,005,457 0.55% 182,087,374 16,525
Resolution 4

To declare the final dividend of 6.7 pence per Ordinary Share for the year ended 31 December 2021
182,083,624 100.00% 4,750 0.01% 182,088,374 15,525
Resolution 5

To re-elect Justin Atkinson as a Director
176,462,833 97.32% 4,858,040 2.68% 181,320,873 783,026
Resolution 6

To re-elect Stephen Harrison as a

Director
182,083,624 100.00% 4,750 0.01% 182,088,374 15,525
Resolution 7

To re-elect Ben Guyatt as a Director
180,665,848 99.22% 1,422,526 0.78% 182,088,374 15,525
Resolution 8

To re-elect Katherine Innes Ker as a Director
176,949,401 97.18% 5,138,973 2.82% 182,088,374 15,525
Resolution 9

To re-elect Divya Seshamani as a Director
179,603,422 98.64% 2,484,952 1.36% 182,088,374 15,525
Resolution 10

To re-elect Martin Sutherland as a Director
179,603,422 98.64% 2,484,952 1.36% 182,088,374 15,525
Resolution 11

To re-elect Vince Niblett as a Director
179,430,847 98.54% 2,657,527 1.46% 182,088,374 15,525
Resolution 12

To approve the Report of the Remuneration Committee (excluding the Remuneration Policy set out on pages 116-123 of the Annual Report)
180,571,812 99.17% 1,510,048 0.83% 182,081,860 22,039
Resolution 13

To authorise the Company to make political donations
182,049,105 99.98% 37,672 0.02% 182,086,777 17,122
Resolution 14

To authorise the Directors to allot share capital
177,760,811 97.62% 4,325,391 2.38% 182,086,202 17,697
Resolution 15 **

To disapply statutory exemption rights
182,072,341 99.99% 13,861 0.01% 182,086,202 17,697
Resolution 16 **

To disapply statutory exemption rights
180,937,611 99.37% 1,148,591 0.63% 182,086,202 17,697
Resolution 17 **

To authorise the Company to purchase its own shares
181,068,580 99.45% 1,008,996 0.55% 182,077,576 26,323
Resolution 18 **

To authorise the Company to hold general meetings (other than an Annual General meeting) with 14 clear days' notice
177,732,154 97.61% 4,355,997 2.39% 182,088,151 15,748

In accordance with the requirements of LR 9.6.3 and 9.6.18 copies of Resolutions 14-18 will shortly be available for inspection on the National Storage Mechanism which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Notes:

*Votes 'withheld' are not votes under English law and so have not been included in the calculation of whether a resolution is carried.  Percentages have been rounded to two decimal places.

**** Shareholders will note that the number of votes recorded as being 'withheld' on Resolution 1 is very high compared to other Resolutions (and indeed compared to previous AGMs) - this seemingly anomalous result became apparent only yesterday and, upon prompt investigation of the matter with its Registrar, the Company has discovered that there were potential software (or other types of operational) faults in respect of certain nominee voting procedures, which resulted, the Company understands, in shareholders being unable to vote for this resolution.  These faults could not be corrected in time for the AGM and therefore the Company has concluded that the prudent approach is to record those votes as 'withheld'.

** Special resolution.

For further information contact:

Forterra plc                                                                          +44 (0)1604 707600

Ashley Thompson, Company Secretary                                                           

FTI Consulting: +44 (0)20 3727 1340
Richard Mountain
Nick Hasell

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