COSTAIN GROUP PLC — AGM Information 2020

Jun 19, 2020

National Storage Mechanism | Additional information

RNS Number : 5219Q

Costain Group PLC

19 June 2020

Costain Group PLC

(the "Company")

Results of 2020 AGM

At the Company's Annual General Meeting held on 19 June 2020 (the "AGM"), the resolutions set out in the Notice of Meeting, circulated to shareholders on 18 May 2020, were passed by the requisite majorities. The meeting was convened with the minimum necessary quorum of two shareholders. Resolutions 1 to 13 were passed as ordinary resolutions and Resolutions 14 to 17 were passed as special resolutions.

As at 6.30pm on 17 May 2020, the number of issued shares in the Company was 274,949,741 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, the resolutions were put to the meeting on a poll in which every member present in person or by proxy had one vote for every share held.

The poll results, on which Equiniti, the Company's registrar, acted as scrutineer, are as follows:

RESOLUTION	NUMBER OF VOTES FOR	% of Votes Cast	NUMBER OF VOTES AGAINST	% of Votes Cast	TOTAL VOTES CAST	% of Voting Capital	NUMBER OF VOTES WITHHELD
Resolution 1 Receive the 2019 Annual Report and Accounts	191,083,758	99.96	74,456	0.04	191,158,214	69.52%	12,334
Resolution 2 Approve the Directors' Remuneration Report (other than the policy in Resolution 3 below)	190,776,383	99.82	336,109	0.18	191,112,492	69.51%	58,057
Resolution 3 Approve the Directors' Remuneration Policy	172,127,866	90.09	18,941,374	9.91	191,069,240	69.49%	101,308
Resolution 4 Re-elect Dr Paul Golby	189,003,823	98.88	2,144,242	1.12	191,148,065	69.52%	22,483
Resolution 5 Elect Mr Alex Vaughan	191,048,699	99.95	86,050	0.05	191,134,749	69.52%	35,800
Resolution 6 Re-elect Mr Anthony Bickerstaff	190,990,155	99.93	133,615	0.07	191,123,770	69.51%	46,778
Resolution 7 Re-elect Ms Jane Lodge	188,835,812	98.80	2,292,860	1.20	191,128,672	69.51%	41,876
Resolution 8 Re-elect Ms Alison Wood	191,014,233	99.94	114,083	0.06	191,128,316	69.51%	42,233
Resolution 9 Re-elect Ms Jacqueline de Rojas	190,925,703	99.89	203,298	0.11	191,129,001	69.51%	41,548
Resolution 10 Re-appoint PwC as auditor	190,898,785	99.92	152,518	0.08	191,051,303	69.49%	119,246
RESOLUTION	NUMBER OF VOTES FOR	% of Votes Cast	NUMBER OF VOTES AGAINST	% of Votes Cast	TOTAL VOTES CAST	% of Voting Capital	NUMBER OF VOTES WITHHELD
Resolution 11 Authorise the auditor's remuneration	191,046,561	99.96	76,378	0.04	191,122,939	69.51%	47,610
Resolution 12 Authorise political donations	185,175,132	96.89	5,946,719	3.11	191,121,851	69.51%	48,698
Resolution 13 Authorise the allotment of shares	190,751,325	99.79	394,535	0.21	191,145,860	69.52%	24,689
Resolution 14 Approve the disapplication of pre-emption rights (general)	190,813,201	99.85	295,591	0.15	191,108,792	69.51%	61,757
Resolution 15 Approve the disapplication of pre-emption rights (acquisition or capital investment)	190,812,448	99.84	314,812	0.16	191,127,260	69.51%	43,288
Resolution 16 Authorise the purchase of own shares	188,813,535	98.78	2,339,648	1.22	191,153,183	69.52%	17,365
Resolution 17 Approve the holding of General Meetings (not AGMs) on 14 clear days' notice	190,898,307	99.86	265,328	0.14	191,163,635	69.53%	6,914

Notes:

1.   There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM.

2.   Percentages are expressed as a proportion of the total votes cast (which does not include votes withheld).

3.   A vote withheld is not a vote in law and is not included in the calculation of the votes 'For' or 'Against' the resolutions, nor the total votes cast.

4.   Any proxy appointments which gave discretion to the Chairman have been included in the 'For' totals.

In accordance with Listing Rule 9.6.2R, copies of all resolutions passed at the AGM today, other than those concerning ordinary business, will be submitted to the National Storage Mechanism, where they will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. In addition, copies of these resolutions will also be filed with Companies House.

The results of the 2020 AGM will be available to view on the Company's website at www.costain.com.

19 June 2020

Enquiries:
Costain Group PLC	Tel:  01628 842 444
Tracey Wood, Company Secretary
MHP Communications Tim Rowntree, Peter Hewer	Tel:  020 3128 8100 costain@mhpc.com

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