Clarkson PLC

Declaration of Voting Results & Voting Rights Announcements • May 9, 2019

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RNS Number : 5830Y

Clarkson PLC

09 May 2019

9 May 2019

Clarkson PLC

("Clarksons" or "the Company")

Results of 2019 Annual General Meeting

At the Annual General Meeting (AGM) of the Company held at 12 noon today at Commodity Quay, St Katharine Docks, E1W 1BF, all resolutions were passed on a poll. The total number of votes received on each resolution was as follows:

	Description	Votes for	% of votes cast	Votes against	% of votes cast	Votes cast as % of issued share capital	Votes withheld
1	Annual Report	23,263,550	99.67	76,422	0.33	76.97	7,373
2	Remuneration Report	11,601,948	51.49	10,930,372	48.51	74.30	815,025
3	Final dividend	23,340,990	99.98	4,456	0.02	76.98	1,900
4	Elect Mr B Thomas	21,938,004	98.17	408,448	1.83	73.69	1,001,726
5	Re-elect Mr A L Case	23,275,718	99.69	72,460	0.31	76.99	0
6	Re-elect Mr J D Woyda	23,275,507	99.69	72,671	0.31	76.99	0
7	Re-elect Mr P Backhouse	18,823,510	82.33	4,041,166	17.67	75.40	483,503
8	Re-elect Ms ML Clayton	18,782,941	82.27	4,048,476	17.73	75.29	516,762
9	Re-elect Mr J Hughes-Hallett	18,845,445	82.54	3,985,972	17.46	75.29	516,762
10	Elect Dr T Miller	18,038,587	81.44	4,111,009	18.56	73.04	1,198,333
11	Re-elect Mr B Nergaard	18,893,696	82.67	3,960,358	17.33	75.36	493,291
12	Re-appoint Auditor	23,332,069	99.96	8,571	0.04	76.97	6,705
13	Auditor's remuneration	23,332,202	99.98	5,193	0.02	76.96	7,870
14	Authority to allot shares	21,594,856	92.57	1,732,779	7.43	76.93	18,463
15	Authority for political donations	22,934,948	99.12	204,541	0.88	76.30	206,609
16	U.S. Employee Share Purchase Plan	22,810,099	97.76	522,849	2.24	76.94	13,150
17	Disapply pre-emption rights*	23,200,236	99.59	94,931	0.41	76.82	50,931
18	Purchase own shares*	23,256,443	99.62	87,767	0.38	76.98	1,887
19	General meeting notice period*	22,923,249	98.19	422,598	1.81	76.99	251
20	Articles of Association*	19,179,570	82.39	4,099,889	17.61	76.77	66,638

*Special resolution requiring 75% majority.

Notes:

1.   Any proxy appointments which give discretion to the Chairman have been included in the "for" total.

2.   The total number of shares in issue is 30,325,058.

3.   A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" or "against" a resolution.

Statement regarding voting result

The Board notes that while Resolution 2 to approve the Directors' Remuneration Report was passed, a significant number of shareholders opposed this resolution.

We are very disappointed by this outcome, particularly as more than 99.7% of shareholders voted in favour of the re-election of the CEO and CFO and, as such, deem the stewardship of the Company to be in capable hands, a view which is unanimously shared by the Board. Notwithstanding this, the Remuneration Committee notes the concerns raised by shareholders and, as part of the remuneration policy review that falls due in 2020, will be conducting an extensive consultation programme with our shareholders and proxy advisory agencies to listen to their views.

Availability of documents

This information will also shortly be available to view on the Company's website at www.clarksons.com/investors/ 

In accordance with Listing Rule 9.6.2R, copies of the resolutions (other than those comprising ordinary business) passed at the AGM will be submitted to the UK Listing Authority and will be available for inspection at the UKLA's Document Viewing Facility located at www.morningstar.co.uk

In addition, copies of resolutions 17 to 20 will be filed with Companies House.

Company enquiries:

Clarkson PLC                                                                                      

Rachel Spencer, Group Company Secretary                     Tel: 020 7334 0000

Camarco                                                                                             

Billy Clegg                                                                     Tel: 020 3757 4983 Mob: 07977 578 153 

Jennifer Renwick                                                            Tel: 020 3757 4994 Mob: 07928 471 013

About Clarkson PLC

Clarkson PLC is the world's leading provider of integrated services and investment banking capabilities to the shipping and offshore markets, facilitating global trade.

Founded in 1852, Clarksons offers its diverse and growing client base an unrivalled range of shipbroking services, sector research, on-hand logistical support and full investment banking capabilities in all key shipping and offshore sectors.

The Company has delivered 16 years of consecutive dividend growth. The highly cash generative nature of the business, supported by a strong balance sheet, has enabled Clarksons to continue to invest to position the business to capitalise on the upturn in its markets.

Clarksons is listed on the main market of the London Stock Exchange under the ticker CKN and is a member of the FTSE 250 Index.

For more information, visit www.clarksons.com.

The information contained within this announcement is deemed by Clarksons to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.  Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain. The person responsible for arranging the release of this announcement on behalf of Clarksons is Jeff Woyda, Chief Financial Officer and Chief Operating Officer.

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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