QinetiQ Group PLC

AGM Information • Jul 24, 2019

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RNS Number : 5926G

QinetiQ Group plc

24 July 2019

QINETIQ GROUP PLC

24 July 2019

QINETIQ GROUP PLC

(i)       Results of Annual General Meeting held on 24 July 2019; and

(ii)      Change of Chairman of the Board and of the Nominations Committee

Poll Results of Annual General Meeting

QinetiQ Group plc ('QinetiQ') announces that all resolutions proposed at its Annual General Meeting ('AGM') held on 24 July 2019 were duly passed with the requisite majorities and the results of the poll are as follows:

		VOTES FOR	%	VOTES AGAINST	%	TOTAL VOTES VALIDLY CAST	% OF SHARE CAPITAL WITH VOTING RIGHTS	VOTES WITHHELD
1	To receive the Report and Accounts	449,862,435	99.86	611,219	0.14	450,473,654	79.31%	3,910,199
2	To approve the Directors' Remuneration Report	398,773,134	88.27	53,016,701	11.73	451,789,835	79.55%	2,594,018
3	To declare a final dividend	454,344,839	99.99	33,228	0.01	454,378,067	80.00%	5,786
4	To re-elect Lynn Brubaker	452,096,406	99.51	2,245,049	0.49	454,341,455	79.99%	42,398
5	To re-elect James Burnell-Nugent	448,981,212	98.93	4,849,054	1.07	453,830,266	79.90%	553,587
6	To re-elect Michael Harper	447,719,338	98.71	5,859,278	1.29	453,578,616	79.86%	805,237
7	To elect Neil Johnson	381,996,841	97.31	10,561,162	2.69	392,558,003	69.12%	61,825,850
8	To re-elect Ian Mason	450,980,143	99.26	3,359,851	0.74	454,339,994	79.99%	43,859
9	To re-elect Paul Murray	450,904,984	99.24	3,436,124	0.76	454,341,108	79.99%	42,745
10	To re-elect Susan Searle	383,043,810	84.70	69,175,003	15.30	452,218,813	79.62%	2,165,040
11	To re-elect David Smith	450,579,333	99.17	3,762,175	0.83	454,341,508	80.00%	42,345
12	To re-elect Steve Wadey	449,884,774	99.02	4,470,183	0.98	454,354,957	80.00%	28,896
13	To re-appoint Pricewaterhouse-Coopers LLP as auditor	454,074,867	99.94	269,457	0.06	454,344,324	80.00%	39,529
14	To authorise the Audit Committee to determine the auditor's remuneration	454,211,175	99.97	146,821	0.03	454,357,996	80.00%	25,857
15	To authorise the Company and its subsidiaries to make political donations	426,575,599	93.90	27,699,591	6.10	454,275,190	79.98%	113,906
16	To authorise the Directors to allot shares	431,166,947	94.90	23,185,447	5.10	454,352,394	80.00%	31,459
17	To disapply pre-emption rights (standard)*	442,359,676	97.36	11,974,602	2.64	454,334,278	79.99%	52,575
18	To disapply pre-emption rights (acquisitions)*	419,192,152	92.26	35,143,113	7.74	454,335,265	79.99%	51,588
19	To purchase own shares*	444,801,258	98.51	6,739,853	1.49	451,541,111	79.50%	2,842,742
20	To call general meetings on not less than 14 clear days' notice*	439,679,532	96.77	14,670,114	3.23	454,349,646	80.00%	34,207
21	To adopt new Articles of Association*	454,158,327	99.98	103,191	0.02	454,261,518	79.98%	122,335

*Special Resolution

Change of the Chairman of the Board and of the Nominations Committee

The Board is pleased to announce that with effect from the conclusion of the AGM held on 24 July 2019, Neil Johnson has commenced his role as Chairman of the Board and also the Chairman of the Nominations Committee. In addition, as per best practice and in accordance with Provision C.3.1 of the 2016 Corporate Governance Code, Neil has today stepped down as a member of the Audit Committee.

As announced on 21 March 2019, Mark Elliott retired as Chairman and from the QinetiQ Board at the conclusion of today's AGM.   

Notes:

1.     The percentages above are rounded to two decimal places.

2.     Votes "for" include discretionary votes.

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

4.     The number of ordinary shares in issue at 11.00 am on 22 July 2019 was 571,757,121 of which 3,794,743 are held in treasury. Therefore the number of ordinary shares with voting rights at 11:00am on 24 July 2019 was 567,962,378.

In accordance with Listing Rule 9.6.2R, a copy of the resolutions, other than those concerning ordinary business, passed by the Company at the AGM held on 24 July 2019, has been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.

Enquiries:

Company Secretary:	Jon Messent, QinetiQ	+44 (0)1252 392000
Investor Relations:	David Bishop, QinetiQ	+44 (0)7920 108675
	Ian Brown, QinetiQ	+44 (0)7908 251123

QinetiQ press office:                                                                           +44 (0) 1252 393500

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