Melrose Industries PLC

AGM Information • May 2, 2024

National Storage Mechanism | Additional information

RNS Number : 0379N

Melrose Industries PLC

02 May 2024

Melrose Industries PLC

1.   Results of Annual General Meeting

The Annual General Meeting of Melrose Industries PLC (the "Company") was held on Thursday 2 May 2024.

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.

The Board would like to thank shareholders for their engagement and support ahead of today's Annual General Meeting and throughout the year, and for subsequently voting in favour of all Annual General Meeting resolutions.

Ordinary Resolutions

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***
1.   To receive the financial statements for the financial year ended 31 December 2023	1,060,635,418	99.93	705,706	0.07	1,061,341,124	81.08%	5,119,844
2.   To approve the Directors' Remuneration Report for the year ended 31 December 2023	980,999,776	98.33	16,696,875	1.67	997,696,651	76.21%	68,764,317
3.   To approve the 2024 Directors' Remuneration Policy	1,032,602,887	96.84	33,671,103	3.16	1,066,273,990	81.45%	186,978
4.   To declare a final dividend of 3.5 pence per ordinary share for the year ended 31 December 2023	1,066,341,939	100.00	32,854	0.00	1,066,374,793	81.46%	86,175
5.   To approve the rules of the 2024 Melrose performance share plan	1,056,759,949	99.11	9,513,815	0.89	1,066,273,764	81.45%	184,037
6.   To re-elect Peter Dilnot as a Director of the Company	1,063,407,530	99.73	2,932,040	0.27	1,066,339,570	81.46%	118,232
7. To elect Matthew Gregory      as a Director of the       Company	1,054,450,725	98.89	11,885,723	1.11	1,066,336,448	81.46%	121,354
8.   To re-elect Justin Dowley as a Director of the Company	1,014,792,965	95.17	51,513,859	4.83	1,066,306,824	81.46%	150,978
9.   To re-elect David Lis as a Director of the Company	1,052,054,833	98.66	14,278,805	1.34	1,066,333,638	81.46%	124,164
10.  To re-elect Charlotte Twyning as a Director of the Company	1,047,307,502	98.22	19,017,970	1.78	1,066,325,472	81.46%	132,330
11.  To re-elect Heather Lawrence as a Director of the Company	1,066,268,173	99.99	65,347	0.01	1,066,333,520	81.46%	124,282
12.  To elect Gillian Elcock as a Director of the Company	1,055,284,684	98.96	11,044,350	1.04	1,066,329,034	81.46%	128,768
13.  To appoint PricewaterhouseCoopers LLP as auditor of the Company	1,060,713,579	99.48	5,579,983	0.52	1,066,293,562	81.45%	164,240
14.  To authorise the Audit Committee to determine the auditor's remuneration	1,066,238,148	99.99	63,893	0.01	1,066,302,041	81.45%	155,761
15.  To renew the authority given to Directors to allot shares	1,050,776,278	98.54	15,551,263	1.46	1,066,327,541	81.46%	130,261

Special Resolutions

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***
16.  To give the Directors authority to allot equity securities without application of pre-emption rights	1,058,447,918	99.26	7,877,660	0.74	1,066,325,578	81.46%	132,224
17.  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	1,048,581,469	98.34	17,744,472	1.66	1,066,325,941	81.46%	131,861
18.  To authorise a market purchase of shares	1,053,970,975	99.05	10,062,327	0.95	1,064,033,302	81.28%	2,424,500
19.  To approve the calling of a general meeting other than an Annual General Meeting on no less than 14 days' notice	1,039,132,131	97.45	27,234,042	2.55	1,066,366,173	81.46%	91,629
20.  To reduce the Company's capital	1,066,052,866	99.98	208,019	0.02	1,066,260,885	81.45%	196,916

As at 6:30pm (BST) on 30 April 2024 there were 1,309,073,519 Ordinary Shares of 160/7 pence in Melrose Industries PLC in issue (excluding treasury shares).

*           Includes discretionary votes

**          Excludes treasury shares

***        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.

2.   Resolutions submitted to National Storage Mechanism

The Company has today submitted to the National Storage Mechanism copies of resolutions passed at the Annual General Meeting on Thursday 2 May 2024 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

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