Grafton Group

Declaration of Voting Results & Voting Rights Announcements • Apr 28, 2021

National Storage Mechanism | Additional information

RNS Number : 9600W

Grafton Group PLC

28 April 2021

Grafton Group plc

Results of 2021 Annual General Meeting

Grafton Group plc ("the Company") confirms that all ordinary and special resolutions proposed at the Annual General Meeting of the Company held on 28 April 2021 were duly passed on a poll.

The results of the poll, certified by the scrutineer Link Registrars Limited, were as follows:

Resolution	FOR	%	AGAINST	%	VOTE WITHHELD
Resolution 1	105,269,939	98.59	1,502,490	1.41	252,357
Resolution 2	105,853,199	98.91	1,171,309	1.09	278
Resolution 3a	57,100,658	59.36	39,100,540	40.64	10,823,588
Resolution 3b	106,721,991	99.72	300,670	0.28	2,125
Resolution 3c	106,723,008	99.72	299,653	0.28	2,125
Resolution 3d	106,700,189	99.70	322,472	0.30	2,125
Resolution 3e	106,722,007	99.72	300,654	0.28	2,125
Resolution 3f	106,111,291	99.15	911,370	0.85	2,125
Resolution 3g	106,949,284	99.93	73,377	0.07	2,125
Resolution 4	105,731,168	98.79	1,292,993	1.21	625
Resolution 5	106,964,562	99.94	59,899	0.06	325
Resolution 6	100,548,542	93.95	6,475,736	6.05	508
Resolution 7	104,613,345	97.75	2,410,780	2.25	661
Resolution 8	105,645,432	98.71	1,378,533	1.29	821
Resolution 9	106,222,908	99.26	794,140	0.74	7,738
Resolution 10	104,926,025	98.14	1,986,975	1.86	111,786
Resolution 11	106,895,797	99.98	20,155	0.02	108,834
Resolution 12	107,009,407	100.00	2,025	0.00	13,354
Resolution 13	106,892,032	99.89	119,968	0.11	12,786
Resolution 14	104,524,049	97.66	2,500,229	2.34	508

The Board notes that while resolution number 3a, the re-election of Michael Roney, was passed with the requisite majority of votes, a significant minority of shareholders chose not to support this resolution.  The views of all our shareholders are important to us and we will consult with those shareholders who voted against this resolution to understand their specific concerns and publish an update in due course in accordance with the UK Corporate Governance Code.

The full text of these resolutions is set out in the Notice of 2021 Annual General Meeting which was posted to shareholders on 24 March 2021 and which is available on the Company's website at https://www.graftonplc.com/investors/shareholder-services/shareholder-meetings/.

In accordance with Rule 9.6.1 of the Listing Rules, copies of all resolutions other than resolutions concerning ordinary business have been forwarded to the UK's National Storage Mechanism where they will shortly be available for inspection at

https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Notes

1.   A total of 107,024,786 votes were validly cast.

2.   The total number of Ordinary Shares of €0.05 each in issue is 239,720,483.  Each Ordinary Share carries one vote. The Company holds 500,000 Ordinary Shares in treasury.  Therefore, the total number of voting rights is 239,220,483 and the proportion of the total voting rights represented by those votes validly cast is 44.74%.

3.   A vote withheld is not a vote for the purpose of the poll.

Susan Lannigan

Deputy Company Secretary

Grafton Group plc

Telephone: +353 1 2160600

28 April 2021

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