DFS FURNITURE PLC

Declaration of Voting Results & Voting Rights Announcements • Nov 13, 2023

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author: "Libby McDonald"
date: 2023-11-11 08:29:00+00:00
processor: python-docx+mammoth
status: success

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10 November 2023

DFS Furniture PLC

RESULTS OF ANNUAL GENERAL MEETING

DFS Furniture PLC (the "Company") announces that all of the resolutions set out in the notice of Annual General Meeting dated 10 November 2023 were duly passed at today's Annual General Meeting.

In accordance with the Listing Rule 9.6.2, a copy of all resolutions passed at the meeting (not relating to ordinary business) has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The Board recognises the lower levels of support for the resolution 3 to approve the Remuneration Report 70.5%. The Board is committed to maintaining the dialogue with shareholders in order to understand any ongoing concerns they may have around executive remuneration. This process will be led by the chair of the Remuneration Committee, Gill Barr who will meet with shareholders over the coming months to better understand their views ahead of a full remuneration policy review later in the year. The Board is committed to ensuring a rigorous and transparent remuneration approach which is fully aligned with both our stakeholders and best practice.

In accordance with the UK Corporate Governance Code we will provide an update on progress within the next six months.

Details of the votes cast were as follows:

	Resolution	For (including discretionary)	%	Against	%	Total	% of ISC voted	Withheld*
1.	Receive and adopt the 2023 Annual Report and Accounts	213,396,641	100.00	0	0.00	213,396,641	91.14%	1,800
2.	Declare final dividend of 3.0 pence per ordinary share	213,398,441	100.00	0	0.00	213,398,441	91.14%	0
3.	Approve the Directors' Remuneration Report	150,434,822	70.50	62,961,819	29.50	213,396,641	91.14%	1,800
4.	Re-Elect Tim Stacey	213,385,955	99.99	12,454	0.01	213,398,409	91.14%	32
5.	Elect John Fallon	213,389,663	100.00	8,746	0.00	213,398,409	91.14%	32
6.	Re-elect Alison Hutchinson	210,397,903	98.59	3,000,506	1.41	213,398,409	91.14%	32
7.	Re-Elect Jo Boydell	210,397,494	98.59	3,000,915	1.41	213,398,409	91.14%	32
8.	Re-Elect Steve Johnson	210,397,523	98.59	3,000,886	1.41	213,398,409	91.14%	32
9.	Re-elect Loraine Martins	210,407,464	98.60	2,990,945	1.40	213,398,409	91.14%	32
10.	Elect Gill Barr	191,437,213	89.71	21,961,196	10.29	213,398,409	91.14%	32
11	Re-appoint KPMG LLP as auditor	213,380,113	99.99	18,295	0.01	213,398,408	91.14%	33
12.	Authorise the Audit Committee to agree the auditor's remuneration	213,381,677	99.99	16,731	0.01	213,398,408	91.14%	33
13.	Directors' authority to allot shares	213,374,969	99.99	23,440	0.01	213,398,409	91.14%	32
14.	General authority to dis-apply pre-emption right**	213,387,287	99.99	11,122	0.01	213,398,409	91.14%	32
15.	Limited authority to dis-apply pre-emption right for the purposes of acquisitions or capital investments**	213,387,287	99.99	11,122	0.01	213,398,409	91.14%	32
16.	Authorise the Company to purchase its ordinary shares**	213,387,957	100.00	10,452	0.00	213,398,409	91.14%	32
17	Authorise calling general meetings on not less than 14 clear days’ notice**	213,151,454	99.88	246,955	0.12	213,398,409	91.14%	32

* 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.
** Indicates special resolutions requiring a 75% majority.

In accordance with 9.6.2 (R) of the Listing Rules, copies of the resolutions passed at the AGM, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

A copy of the Annual General Meeting results will be available on the DFS corporate website https://www.dfscorporate.co.uk/

Enquiries:

DFS

Liz McDonald (Group Company Secretary)

About DFS Furniture plc

The Group is the clear market-leading retailer of living room furniture in the United Kingdom. Our Group purpose is to bring great design and comfort into every living room, in an affordable, responsible and sustainable manner. We operate an integrated physical and digital retail network of living room furniture showrooms and web sites in the United Kingdom and the Republic of Ireland, trading through our leading brands, DFS and Sofology. We attract customers through our targeted and national marketing activities and our reputation for high quality products and service, breadth of product offer and favourable consumer financing options. We fulfil orders for our exclusive product ranges through our own UK finished goods factories, and through manufacturing partners located in the UK, Europe and Far East, and delivered with care through our expert final-mile delivery service "The Sofa Delivery Company Limited".