CARCLO PLC

AGM Information • Jul 20, 2018

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RNS Number : 2145V

Carclo plc

20 July 2018

CARCLO PLC

RESULTS OF ANNUAL GENERAL MEETING HELD ON 19 JULY 2018

Carclo plc is pleased to announce that at the Annual General Meeting ("AGM") held at 11am on Thursday 19 July 2018 all the resolutions considered at the meeting were duly passed on a show of hands.

The proxy votes cast are shown below:

		VOTES	VOTES	VOTES
RESOLUTION		FOR	AGAINST	WITHHELD
1.	To receive the financial statements and the auditors' and directors' reports for the year ended 31 March 2018	43,798,671	8,314	1,000
2.	To approve the directors' remuneration report for the year ended 31 March 2018	41,937,015	1,045,099	825,871
3.	To elect M Rollins as a director	43,678,286	5,846	123,853
4.	To elect S Matthews-DeMers as a director	43,676,195	7,937	123,853
5.	To re-elect CJ Malley as a director	43,706,724	100,158	1,103
6.	To re-elect P Slabbert as a director	42,789,430	1,017,452	1,103
7.	To re-elect D Toohey as a director	43,800,049	7,283	653
8.	To reappoint KPMG LLP as auditors	42,982,613	810,719	14,653
9.	To authorise the audit committee to determine the auditors' remuneration	43,800,233	4,749	3,003
10.	To authorise the directors to allot shares	43,728,068	68,594	11,323
11.	Special resolution to empower the directors to issue shares for cash free from statutory pre-emption rights	35,949,184	7,844,978	13,823
12.	Special resolution to empower the directors to issue shares for cash free from statutory pre-emption rights in connection with  acquisitions or other capital investments	35,209,834	8,584,328	13,823
13.	Special resolution to authorise the company to purchase its own shares	42,469,763	1,324,552	13,670
14.	Special resolution to call general meetings (other than annual general meetings) on not less than 14 days' notice	39,364,445	4,440,540	3,000

Where shareholders have appointed the Chairman of the AGM as their proxy with discretion as to voting, these votes have been cast in favour of all the resolutions.

Despite prior engagement with shareholders, the Board notes the significant votes against Resolutions 11 and 12 relating to the disapplication of pre-emption rights. The Board will continue to engage with shareholders, and particularly those who voted against these resolutions, in order to fully understand their views in relation to the specific authorities sought.

The current issued capital of Carclo plc is 73,286,918 shares.

The full text of the resolutions can be found in the Notice of AGM on the Company's website

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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