Close Brothers Group PLC

AGM Information • Nov 21, 2019

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RNS Number : 2722U

Close Brothers Group PLC

21 November 2019

Close Brothers Group plc

Results of 2019 Annual General Meeting held on Thursday 21 November 2019.

All resolutions were passed by the requisite majority by a poll vote; resolutions 1 to 15 as ordinary resolutions and resolutions 16 to 20 as special resolutions.

The following votes were cast in respect of the AGM resolutions:

	Ordinary Resolutions	Total Votes For	%       For	Total Votes Against	% Against	Total Votes Cast	% of Issued share capital	Votes Withheld
1.	To receive and adopt the 2019 Annual Report and Accounts and the Auditor's Report	123,640,497	100.00%	126	0.00%	123,640,623	81.81%	266,602
2.	To approve the Directors' Remuneration Report for the financial year ended 31 July 2019	120,589,202	98.96%	1,264,588	1.04%	121,853,790	80.63%	2,053,435
3.	To authorise the payment of a final dividend on the ordinary shares of 44p per share for the year ended 31 July 2019	123,906,215	100.00%	0	0.00%	123,906,215	81.99%	1,010
4.	To reappoint Mike Biggs as a director	120,755,770	98.74%	1,541,127	1.26%	122,296,897	80.92%	1,610,328
5.	To reappoint Preben Prebensen as a director	121,964,984	99.70%	362,470	0.30%	122,327,454	80.94%	1,579,771
6.	To reappoint Mike Morgan as a director	123,394,719	99.59%	507,556	0.41%	123,902,275	81.98%	4,950
7.	To reappoint Oliver Corbett as a director	123,418,208	99.61%	482,357	0.39%	123,900,565	81.98%	6,660
8.	To reappoint Peter Duffy as a director	123,868,094	99.98%	29,971	0.02%	123,898,065	81.98%	9,160
9.	To reappoint Geoffrey Howe as a director	123,425,772	99.62%	476,975	0.38%	123,902,747	81.99%	4,478
10.	To reappoint Lesley Jones as a director	123,428,704	99.62%	472,333	0.38%	123,901,037	81.98%	6,188
11.	To reappoint Bridget Macaskill as a director	121,451,523	99.28%	877,402	0.72%	122,328,925	80.94%	1,578,300
12.	To reappoint PricewaterhouseCoopers LLP as auditor	123,887,876	99.99%	11,334	0.01%	123,899,210	81.98%	8,015
13.	To authorise the directors to determine the remuneration of the auditor	123,872,996	99.98%	30,307	0.02%	123,903,303	81.99%	3,922
14.	To authorise the Board to allot shares and to grant rights to subscribe for or convert any security into shares (within prescribed limits)	118,837,476	95.92%	5,056,732	4.08%	123,894,208	81.98%	13,017
15.	To authorise the Board to allot shares and to grant rights to subscribe for or convert any security into shares in relation to the issue of AT1 Securities (within prescribed limits)	122,266,893	98.69%	1,624,410	1.31%	123,891,303	81.98%	15,172
	Special Resolutions
16.	That, if resolution 14 is passed, pre-emption rights are disapplied in relation to allotments of equity securities up to 5% of issued share capital	122,969,524	99.26%	921,504	0.74%	123,891,028	81.98%	16,197
17.	That, if resolution 14 is passed, pre-emption rights are disapplied in relation to allotments of equity securities up to a further 5% of issued share capital	113,615,531	91.71%	10,276,380	8.29%	123,891,911	81.98%	15,314
18.	That, if resolution 15 is passed, pre-emption rights are disapplied in relation to allotments of equity securities arising from the issue of any AT1 Securities	119,100,325	96.13%	4,792,885	3.87%	123,893,210	81.98%	14,015
19.	That the Company be generally and unconditionally authorised to make market purchases of its own shares (within prescribed limits)	123,149,807	99.41%	726,842	0.59%	123,876,649	81.97%	30,576
20.	That a general meeting except an annual general meeting may be called on not less than 14 clear days' notice	120,737,239	97.44%	3,168,849	2.56%	123,906,088	81.99%	1,137

NOTES:         

1.   'Total Votes For' include votes recorded as at the discretion of the appointed proxy.

2.   The 'vote withheld' option was provided to enable shareholders to refrain from voting on any particular resolution.  A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote 'For' and 'Against' a resolution.

3.   For the purposes of the AGM the issued share capital of the Company was 151,128,451 ordinary shares (excluding 931,839 treasury shares).

4.   The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website at

www.closebrothers.com/investor-relations/shareholder-information/annual-general-meeting

John Hudspith

Deputy Company Secretary

Close Brothers Group plc

LEI code: 213800W73SYHR14I3X91

21 November 2019

020 385 76059

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