Kingspan Group Plc

AGM Information • Apr 30, 2021

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author: "Reilly, Peter"
date: 2021-04-30 12:24:00+00:00
processor: python-docx+mammoth
status: success

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Kingspan Group plc

AGM results

30 April 2021

Shareholders of Kingspan Group plc ("the Company") are informed that following the Annual General Meeting held today, the results of the poll vote for each resolution are as follows:

RESOLUTION	VOTES FOR		VOTES AGAINST		TOTAL VOTES			VOTES WITHHELD
NUMBER	%	NUMBER	%	NUMBER	% OF TOTAL VOTING RIGHTS
01, TO ADOPT THE FINANCIAL STATEMENTS.	90,029,400	99.87	119,733	0.13	90,149,133	49.60%		183,958
02, DECLARE A FINAL DIVIDEND.	90,061,591	99.70	271,500	0.30	90,333,091	49.70%		0
03A, RE-ELECT GENE M. MURTAGH.	70,560,920	89.41	8,358,375	10.59	78,919,295	43.42%		11,413,796
03B, RE-ELECT GEOFF DOHERTY.	85,464,247	94.87	4,619,871	5.13	90,084,118	49.57%		245,361
03C, RE-ELECT RUSSELL SHIELS.	85,433,407	94.85	4,638,243	5.15	90,071,650	49.56%		261,441
03D, RE-ELECT GILBERT McCARTHY.	84,690,063	94.69	4,752,695	5.31	89,442,758	49.21%		890,333
03E, RE-ELECT LINDA HICKEY.	86,498,873	96.60	3,046,107	3.40	89,544,980	49.27%		788,111
03F, RE-ELECT MICHAEL CAWLEY.	71,058,585	78.68	19,251,430	21.32	90,310,015	49.69%		23,076
03G, RE-ELECT JOHN CRONIN.	87,314,035	96.68	2,995,980	3.32	90,310,015	49.69%		23,076
03H, RE-ELECT JOST MASSENBERG.	85,185,608	94.33	5,124,407	5.67	90,310,015	49.69%		23,076
03I, RE-ELECT ANNE HERATY.	89,360,671	98.95	949,844	1.05	90,310,515	49.69%		22,576
04, REMUNERATION OF AUDITORS.	90,280,738	99.94	50,853	0.06	90,331,591	49.70%		1,500
05, RECEIVE REPORT ON REMUNERATION COMMITTEE.	55,351,412	63.23	32,183,875	36.77	87,535,287	48.16%		2,797,804
06, INCREASE THE LIMIT FOR NON-EXECUTIVE DIRECTORS' FEES.	88,888,301	98.43	1,417,714	1.57	90,306,015	49.69%		27,076
07, DIRECTORS TO ALLOT SECURITIES.	89,154,662	98.70	1,176,929	1.30	90,331,591	49.70%		1,500
08, DIS-APPLICATION OF PRE-EMPTION RIGHTS.	86,693,037	95.98	3,630,942	4.02	90,323,979	49.70%		5,500
09, ADDITIONAL 5% DIS-APPLICATION OF PRE-EMPTION RIGHTS.	89,807,900	99.42	520,079	0.58	90,327,979	49.70%		1,500
10, PURCHASE OF COMPANY SHARES.	89,778,385	99.44	501,806	0.56	90,280,191	49.67%		52,900
11, RE-ISSUE OF TREASURY SHARES.	89,979,194	99.61	353,397	0.39	90,332,591	49.70%		500
12, APPROVE EGM ON 14 DAYS' NOTICE.	84,416,001	93.45	5,917,090	6.55	90,333,091	49.70%		0

Although supported by a majority of shareholders in each case, the Board notes that Resolution 3(f) and Resolution 5, were opposed by more than 20% of voting shareholders. In advance of the 2021 AGM, the Company engaged extensively with shareholders to develop an understanding of their views on the resolutions being proposed. In the coming months, the Board will continue to consult with major shareholders on these matters.

Notes to AGM figures:

1	The percentage of votes "For" and "Against" each resolution are expressed as a percentage of the total votes cast "For" and "Against" the resolution (together the "Total Votes"). 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.
2	The "% of Total Voting Rights" column shows the percentage that the Total Votes on that resolution represent of the total number of voting rights attached to shares in issue at the date of the AGM. The total number of voting rights attached to shares in issue at the date of the AGM was 181,742,947.
3	The full terms of all resolutions were set out in the Notice to shareholders dated 22 March 2021 and made available on the Company's website www.kingspan.com/agm2021.
4	Resolutions 5, 6, 7, 8, 9, 10, 11 and 12 were passed as items of special business. In accordance with the Listing Rules, copies of the resolutions passed at the AGM have been submitted to Euronext Dublin and to the UK National Storage Mechanism where they will shortly be available for inspection.

Lorcan Dowd

Group Company Secretary