TOPPS TILES PLC

AGM Information • Jan 18, 2024

---

author: Joanne Steer
date: 2024-01-18 16:27:00+00:00

---

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

For immediate release

18 January 2024

Topps Tiles Plc

Result of AGM

Topps Tiles Plc (the "Company"), the UK's leading tile specialist, announces that at its Annual General Meeting (the "AGM") held earlier today, all of the Resolutions proposed (1 -12), save for one (Resolution 13), were duly passed by the requisite majority on a poll.

The full text of each resolution is contained in the 2024 Notice of AGM which is available on the Company's website www.toppsgroup.com.

The following table shows the total number of votes cast for each Resolution:

Notes

Any proxy appointments which gave discretion to the Chairman have been included in the "Total votes for" total.

A "Vote Withheld" is not a valid vote in English law and was not counted in the calculation of the proportion of the votes "For" or "Against" a Resolution.

As at the date of the AGM the issued share capital of the Company was 196,681,818 ordinary shares of 3.33 pence each. 

The Board would like to thank shareholders for their engagement and support ahead of the AGM and throughout the year. Whilst the majority of the Resolutions were passed with majorities in excess of 50%, the Board notes that Resolution 3 (Approval of the director’s remuneration report), Resolution 8 (Re-election of Diana Breeze as director) and Resolution 12 (Director’s authority to allot shares), passed with a majority of less than 80% (receiving votes in favour of 63.33%, 62.63% and 62.75% respectively) and Resolution 13 (authority to purchase shares) failed to pass, receiving votes in favour of 63.37%.

In accordance with provision 4 of the UK Corporate Governance Code (the "Code"), the Board confirms that it will consult and engage with the relevant shareholders to understand and discuss their views with respect to these Resolutions. An update will be provided within six months of the AGM, in accordance with the Code.

These results will shortly be available on the Company's website at www.toppsgroup.com  and, in accordance with Listing Rule 9.6.2, copies of the Resolutions that were passed at the meeting and that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.data.fca.org.uk.

Enquiries:

	Resolution	VOTES FOR	VOTES FOR	VOTES AGAINST	VOTES AGAINST	VOTES TOTAL	VOTES TOTAL	WITHHELD
		Number of votes	%	Number of votes	%	Number of votes	% of ISC
1	Approval of the Company’s annual report and accounts	159,914,063	99.99%	8,494	0.01%	159,922,557	81.31%	21,558
2	Declaration of a final dividend	159,937,121	100.00%	6,994	0.00%	159,944,115	81.32%	0
3	Approval of the directors’ remuneration report	101,269,664	63.33%	58,641,565	36.67%	159,911,229	81.30%	32,886
4	Election of Paul Forman as a director	159,886,513	99.98%	35,124	0.02%	159,921,637	81.31%	22,478
5	Re-election of Robert Parker as a director	101,315,684	99.97%	34,804	0.03%	101,350,488	51.53%	58,593,627
6	Re-election of Stephen Hopson as a director	159,884,029	99.98%	36,108	0.02%	159,920,137	81.31%	23,978
7	Re-election of Keith Down as a director	158,399,159	99.05%	1,521,097	0.95%	159,920,256	81.31%	23,859
8	Re-election of Diana Breeze as a director	100,151,008	62.63%	59,756,964	37.37%	159,907,972	81.30%	36,143
9	Re-election of Kari Daniels as a director	158,720,437	99.26%	1,187,535	0.74%	159,907,972	81.30%	36,143
10	Re-appointment of Mazars LLP as auditor	159,909,799	99.99%	11,758	0.01%	159,921,557	81.31%	22,558
11	Authorisation of the auditor’s remuneration	159,911,209	99.99%	11,758	0.01%	159,922,967	81.31%	21,148
12	Directors’ authority to allot shares	100,358,821	62.75%	59,585,294	37.25%	159,944,115	81.32%	0
13	Directors' authority to purchase shares	101,359,797	63.37%	58,581,121	36.63%	159,940,918	81.32%	3,197

Topps Tiles Plc
Joanne Steer, Company Secretary	0116 282 8000
Citigate Dewe Rogerson
Kevin Smith / Ellen Wilton	020 7638 9571