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CLS Holdings PLC

AGM Information May 16, 2025

4729_agm-r_2025-05-16_8b08c490-d9d7-40a2-9e0a-53a3a1735fd1.html

AGM Information

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National Storage Mechanism | Additional information

RNS Number : 0813J

CLS Holdings PLC

16 May 2025

CLS Holdings plc

(the "Company" or "CLS")

Result of AGM

At the Annual General Meeting ("AGM") of the Company held at 10.00am today all the resolutions as set out in the Notice of Meeting dated 11 April 2025, were passed on a poll by the requisite majority. These results will shortly be available on the Company's website ( www.clsholdings.com ):

RESOLUTION VOTES

FOR*
% VOTES AGAINST % VOTES

TOTAL
% of TVR VOTED VOTES WITHHELD**
1 Receive and adopt the Annual Report & Accounts for the year ended 31 December 2024 327,648,690 99.75% 830,972 0.25% 328,479,662 82.51% 6,467,465
2 Approve the Directors' Annual Remuneration Report 286,942,189 87.40% 41,348,763 12.60% 328,290,952 82.46% 6,656,175
3 Approve a final dividend for the year ended 31 December 2024 of 2.68 pence per ordinary share 328,310,847 99.94% 195,276 0.06% 328,506,123 82.52% 6,441,004
4 Re-elect Lennart Sten as a Director 263,935,502 86.14% 42,465,959 13.86% 306,401,461 76.96% 28,545,666
5 Re-elect Anna Seeley as a Director 285,848,190 89.28% 34,310,142 10.72% 320,158,332 80.42% 14,788,795
6 Re-elect Fredrik Widlund as a Director 324,948,922 99.13% 2,851,259 0.87% 327,800,181 82.34% 7,146,946
7 Re-elect Andrew Kirkman as a Director 324,739,998 99.02% 3,211,631 0.98% 327,951,629 82.38% 6,995,498
8 Re-elect Elizabeth Edwards as a Director 312,731,321 97.68% 7,427,011 2.32% 320,158,332 80.42% 14,788,795
9 Re-elect Bill Holland as a Director 325,328,575 99.20% 2,623,054 0.80% 327,951,629 82.38% 6,995,498
10 Re-elect Eva Lindqvist as a Director 323,744,517 98.72% 4,207,112 1.28% 327,951,629 82.38% 6,995,498
11 Appoint BDO LLP as auditors 328,395,465 99.97% 96,124 0.03% 328,491,589 82.51% 6,455,538
12 Authorise the directors to determine the auditors' remuneration 328,456,719 99.98% 49,404 0.02% 328,506,123 82.52% 6,441,004
13 Authorise the directors to allot relevant securities 293,877,819 89.46% 34,613,767 10.54% 328,491,586 82.51% 6,455,541
14 Authorise the directors to make non pre-emptive share allotments 294,071,169 89.52% 34,420,420 10.48% 328,491,589 82.51% 6,455,538
15 Authorise the directors to make market purchases of shares 325,410,709 99.09% 2,987,097 0.91% 328,397,806 82.49% 6,549,321
16 Authorise General Meetings to be called on not less than 14 clear days' notice 318,406,598 99.28% 2,306,228 0.72% 320,712,826 80.56% 14,234,301
Votes of the Independent Shareholders (excluding the voting interest of companies owned and controlled by the investment vehicle for the Sten and Karin Mortstedt Family & Charity Trust as Controlling Shareholder holding 55.24% of the Issued Ordinary Share Capital) on the resolutions concerning the election of the independent non-executive directors.

RESOLUTION
VOTES

FOR*
% VOTES AGAINST % VOTES

TOTAL
% of Independent TVR VOTED
4 Re-elect Lennart Sten as a Director 44,017,978 50.90% 42,465,959 49.10% 86,483,937 48.53%
8 Re-elect Elizabeth Edwards as a Director 92,813,797 92.59% 7,427,011 7.41% 100,240,808 56.25%
9 Re-elect Bill Holland as a Director 105,411,051 97.57% 2,623,054 2.43% 108,034,105 60.63%
10 Re-elect Eva Lindqvist as a Director 103,826,993 96.11% 4,207,112 3.89% 108,034,105 60.63%

The Board notes the independent shareholder vote outcome in respect of the re-election of the Chairman, Lennart Sten.  The Board believes that during a period of economic uncertainty providing continuity is essential and therefore Lennart would remain in post beyond nine years, subject to an annual review.  That review was conducted in November 2024 and concluded that in light of his other roles outside of the Group, time commitment, valued leadership and extensive property experience it was in the best interests of the Company and its shareholders that Lennart continue to serve as Chair during this challenging period of the property cycle.  Lennart continues to have the full support of the Board and the majority shareholder.  Notwithstanding the above, the Board will initiate a succession plan for the Chair, noting that there will need to be an orderly transition.

*     Includes those votes giving the Chairman discretion.

**  These votes are not counted towards the votes cast at the AGM.

A copy of the resolutions passed at the AGM will be submitted to the National Storage Mechanism and will shortly be available for inspection at   https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Enquiries:

CLS Holdings plc

(LEI: 213800A357TKB2TD9U78)

www.clsholdings.com

David Fuller, Company Secretary

+44 (0)20 7582 7766

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