Morgan Sindall Group PLC

Declaration of Voting Results & Voting Rights Announcements • May 7, 2020

National Storage Mechanism | Additional information

RNS Number : 3099M

Morgan Sindall Group PLC

07 May 2020

Morgan Sindall Group plc

('the Company')

LEI: 2138008339ULDGZRB345

Result of AGM

7 May 2020

The Company announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Wednesday 7 May 2020, as set out in the AGM notice.

A poll was held on each of the resolutions and all the resolutions were duly passed by the required majority. Resolutions 1 to 14 were passed as ordinary resolutions, and resolutions 15 to 18 were passed as special resolutions. The results of the poll were as follows:

Ordinary Resolutions	Votes for	%	Votes against	%	Total votes	% of issued share capital voted	Votes withheld
1.      To receive and accept the Company's audited financial statements, the strategic report and the directors' and corporate governance report and the auditor's report for the year ended 31 December 2019	35,281,114	99.99	2,057	0.01	35,283,171	77.55%	72,573
2.      To re-elect Michael Findlay as a director	35,048,589	99.14	303,217	0.86	35,351,806	77.70%	3,938
3.      To re-elect John Morgan as a director	35,255,834	99.72	99,400	0.28	35,355,234	77.71%	510
4.      To re-elect Steve Crummett a director	35,136,569	99.39	216,037	0.61	35,352,606	77.71%	3,138
5.      To re-elect Malcolm Cooper as a director	35,123,401	99.35	229,205	0.65	35,352,606	77.71%	3,138
6.      To re-elect Tracey Killen as a director	35,236,874	99.67	115,427	0.33	35,352,301	77.71%	3,443
7.      To re-elect David Lowden as a director	32,409,249	91.68	2,942,557	8.32	35,351,806	77.70%	3,938
8.      To elect Jen Tippin as a director	35,350,723	100.00	978	0.00	35,351,701	77.70%	4,043
9.      To approve the directors' remuneration policy as set out on pages 72 to 80 inclusive of the Company's Annual Report for the year ended 31 December 2019	34,252,837	97.41	911,648	2.59	35,164,485	77.29%	191,258
10.    To approve the directors' remuneration report, (other than the part containing the directors' remuneration policy), for the year ended 31 December 2019	35,219,777	99.63	130,691	0.37	35,350,468	77.70%	5,275
11.    To re-appoint Deloitte LLP as auditor	34,519,047	97.64	834,815	2.36	35,353,862	77.71%	1,881
12.    To authorise the directors to fix the auditor's remuneration	35,313,776	99.88	41,382	0.12	35,355,158	77.71%	586
13.    To authorise the Company and its subsidiaries to make donations to political organisations and incur political expenditure	32,754,288	92.66	2,594,422	7.34	35,348,710	77.70%	6,284
14.    To authorise the directors to allot shares	35,082,728	99.24	268,439	0.76	35,351,167	77.70%	4,577
Special Resolutions
15.    General authority to disapply pre-emption rights	35,233,351	99.68	113,949	0.32	35,347,300	77.69%	5,372
16.    Specific authority to disapply pre-emption rights in connection with an acquisition or specified capital investment	35,221,336	99.63	130,035	0.37	35,351,371	77.70%	4,372
17.    To authorise the Company to purchase its own shares	35,290,698	99.91	30,774	0.09	35,321,472	77.64%	34,271
18.    To allow meetings of the Company to be called on 14 clear days' notice	34,702,386	98.16	649,463	1.84	35,351,849	77.70%	3,895

Notes:

1.      Each shareholder present in person, or by proxy, was entitled to one vote per share held.

2.     Proxy votes which gave discretion to the Chair of the Annual General Meeting have been included in the 'For' total of the appropriate resolution.  

3.    A 'Vote Withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes 'For' and 'Against' any resolution nor in the calculation of the proportion of 'Total issued share capital instructed' for any resolution.

4.      Votes 'For' and 'Against' any resolution are expressed as a percentage of votes validly cast for that resolution.

5.      At the close of business on 6 May 2020 the total number of ordinary shares in issue was 45,494,976 and at that time, the Company did not hold any shares in treasury.

6.      The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

7.      No questions were submitted to the Company by shareholders prior to the meeting.

The full text of the resolutions can be found in the Notice of Annual General Meeting which is available for inspection on the Company's website www.morgansindall.com.  In accordance with LR 9.6.2, a copy of the resolutions passed which are required to be made available for inspection has been submitted to the Financial Conduct Authority's National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Enquiries:

Clare Sheridan  +44 (0) 20 7307 9200

Company Secretary

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