TI Fluid Systems PLC — AGM Information 2021

May 13, 2021

National Storage Mechanism | Additional information

RNS Number : 5853Y

TI Fluid Systems PLC

13 May 2021

13 May 2021

TI Fluid Systems plc

(the "Company")

Results of Annual General Meeting 2021 ("AGM")

The Company announces the results of the AGM which was held today, Thursday, 13 May 2021 at 2 pm.

All resolutions put to the meeting were approved by votes on a show of hands. The proxy position of each resolution at the close of books on 11 May 2020 at 2 pm is set out in the table below.

		VOTES FOR		VOTES AGAINST		VOTES TOTAL		VOTES WITHHELD
	RESOLUTION	Number of shares	% of shares voted	Number of shares	% of shares voted	Number of shares	% of issued share capital	Number of shares
1	Annual report and accounts	488,576,014	100.00%	0	0.00%	488,576,014	93.91	706,935
2	Directors' remuneration report	372,715,911	76.18%	116,565,413	23.82%	489,281,324	94.04	1,625
3	Directors' Remuneration Policy	368,648,750	75.34%	120,632,574	24.66%	489,281,324	94.04	1,625
4	Re-election of Manfred Wennemer as a director	395,263,207	80.82%	93,828,050	19.18%	489,091,257	94.01	191,692
5	Re-election of William L. Kozyra as a director	488,924,198	99.93%	356,533	0.07%	489,280,731	94.04	2,218
6	Re-election of Tim Cobbold as a director	480,661,675	98.24%	8,619,056	1.76%	489,280,731	94.04	2,218
7	Re-election of Ron Hundzinski as a Director	484,458,139	99.01%	4,822,592	0.99%	489,280,731	94.04	2,218
8	Re-election of Susan Levine as a director	467,018,653	99.92%	351,767	0.08%	467,370,420	89.83	21,912,529
9	Re-election of Elaine Sarsynski as a director	488,493,705	99.95%	237,026	0.05%	488,730,731	93.94	552,218
10	Re-election of John Smith as a director	480,870,736	98.28%	8,409,995	1.72%	489,280,731	94.04	2,218
11	Re-election of Stephen Thomas as a director	386,948,395	82.79%	80,422,025	17.21%	467,370,420	89.83	21,912,529
12	Re-election of Jeffrey Vanneste as a director	480,870,736	98.28%	8,409,995	1.72%	489,280,731	94.04	2,218
13	Re-appointment of auditor	469,425,858	95.94%	19,855,422	4.06%	489,281,280	94.04	1,669
14	Auditors' remuneration	477,099,405	97.51%	12,181,919	2.49%	489,281,324	94.04	1,625
15	Directors' authority to allot shares	488,407,001	99.82%	875,948	0.18%	489,282,949	94.04	0
16	Disapplication of pre-emption rights *	481,433,058	98.40%	7,848,391	1.60%	489,281,449	94.04	1,500
17	Further disapplication of pre-emption rights *	476,193,331	97.32%	13,089,618	2.68%	489,282,949	94.04	0
18	Authority to purchase shares *	484,201,622	98.97%	5,023,266	1.03%	489,224,888	94.03	58,061
19	Political donations or expenditure	466,843,787	97.08%	14,045,494	2.92%	480,889,281	92.43	8,393,668
20	Notice of general meeting *	487,280,893	99.59%	2,002,056	0.41%	489,282,949	94.04	0

* Special resolutions

Votes excluding controlling shareholders on the resolutions concerning the re-election of the Independent Non-Executive Directors

		VOTES FOR		VOTES AGAINST		VOTES TOTAL		VOTES WITHHELD
	RESOLUTION	Number of shares	% of shares voted	Number of shares	% of shares voted	Number of shares	% of issued share capital	Number of shares
4	Re-election of Manfred Wennemer as a director	164,986,136	63.75%	93,828,050	36.25%	258,814,186	89.49	191,692
6	Re-election of Tim Cobbold as a director	250,384,604	96.67%	8,619,056	3.33%	259,003,660	89.56	2,218
9	Re-election of Elaine Sarsynski as a director	258,216,634	99.91%	237,026	0.09%	258,453,660	89.37	552,218
10	Re-election of John Smith as a director	250,593,665	96.75%	8,409,995	3.25%	259,003,660	89.56	2,218
12	Re-election of Jeffrey Vanneste as a director	250,593,665	96.75%	8,409,995	3.25%	259,003,660	89.56	2,218

Notes:

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

2.     The total number of ordinary shares in issue at 11 May 2021 was 520,269,141.

3.     Total ordinary shares held by shareholders excluding the controlling shareholder at 11 May 2021 was 289,204,509.

4.     A 'Vote Withheld' is not counted towards the votes cast 'For' or 'Against' a resolution.

We will continue to engage actively with shareholders to understand their views and the reasons for the minority vote against resolutions 2, 3 and 4 and will carefully consider all feedback. We will publish an update on that engagement and on any action taken as a result of this within six months of the AGM, in accordance with the UK Corporate Governance Code.

A copy of all resolutions passed, other than those concerning ordinary business, will today be submitted to the National Storage Mechanism in accordance with Listing Rule 9.6.2. These resolutions will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website at www.tifluidsystems.com.

Enquiries:
TI Fluid Systems plc
David J Royce	+1 (248) 376 8624
Investor Relations
Matthew Paroly	+44 (0)1865 871855
Company Secretary
FTI Consulting	+44 (0)20 3727 1340
Richard Mountain
Nick Hasell

About TI Fluid Systems plc

TI Fluid Systems plc, (LSE: TIFS) is a leading global manufacturer of highly engineered automotive fluid storage, carrying and delivery systems primarily for the light duty automotive market. With nearly 100 years of automotive fluid systems experience, TI Fluid Systems has manufacturing facilities in 107 locations across 28 countries serving all major global OEMs.

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.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

RAGGPUAGAUPGGCW