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TI Fluid Systems PLC AGM Information 2023

May 16, 2023

5340_dva_2023-05-16_88db547e-53cb-42d5-9fad-e1b51fe45798.html

AGM Information

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National Storage Mechanism | Additional information

RNS Number : 5990Z

TI Fluid Systems PLC

16 May 2023

16 May 2023

TI Fluid Systems plc

(the "Company")

Results of Annual General Meeting 2023 ("AGM")

The Company announces the results of the AGM which was held today, Tuesday, 16 May 2023 at 9 am.

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 Friday, 12 May 2023 at 9 am is set out in the table below:

VOTES FOR VOTES AGAINST VOTES TOTAL

(including withheld)
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 473,698,732 100.00% 5,461 0.00% 474,442,130 91.19% 737,937
2. Directors' remuneration report 382,322,016 87.49% 54,669,245 12.51% 474,442,130 91.19% 37,450,869
3. Declaration of final dividend 474,437,631 100.00% 1,409 0.00% 474,442,130 91.19% 3,090
4. Re-election of Tim Cobbold as a director 453,882,204 95.68% 20,514,365 4.32% 474,442,130 91.19% 45,561
5. Re-election of Julie Baddeley as a director 471,562,163 99.40% 2,834,406 0.60% 474,442,130 91.19% 45,561
6. Election of Alexander De Bock as a director 472,854,349 99.67% 1,542,220 0.33% 474,442,130 91.19% 45,561
7. Re-election of Hans Dieltjens as a Director 472,934,318 99.69% 1,462,251 0.31% 474,442,130 91.19% 45,561
8. Re-election of Susan Levine as a director 438,274,269 99.64% 1,582,836 0.36% 474,442,130 91.19% 34,585,025
9. Election of Jane Lodge as a director 473,501,584 99.81% 894,985 0.19% 474,442,130 91.19% 45,561
10. Re-election of Elaine Sarsynski as a director 471,103,150 99.42% 2,743,419 0.58% 474,442,130 91.19% 595,561
11. Election of Trudy Schoolenberg as a director 473,318,999 99.77% 1,077,569 0.23% 474,442,130 91.19% 45,562
12. Re-election of John Smith as a director 464,021,512 97.81% 10,375,056 2.19% 474,442,130 91.19% 45,562
13. Re-election of Stephen Thomas as a director 437,443,703 99.58% 1,863,402 0.42% 474,442,130 91.19% 35,135,025
14. Re-appointment of auditor 417,092,031 87.91% 57,347,008 12.09% 474,442,130 91.19% 3,091
15. Auditors'

remuneration
445,495,457 93.91% 28,901,262 6.09% 474,442,130 91.19% 45,411
16. Directors' authority to allot shares 472,225,384 99.53% 2,213,656 0.47% 474,442,130 91.19% 3,090
17. Disapplication of pre-emption rights* 471,738,649 99.45% 2,596,375 0.55% 474,442,130 91.19% 107,106
18. Further disapplication of pre-emption rights* 471,658,406 99.44% 2,634,297 0.56% 474,442,130 91.19% 149,427
19. Authority to purchase shares* 472,828,254 99.83% 806,814 0.17% 474,442,130 91.19% 807,062
20. Authority to make Political donations or incur expenditure 454,780,293 95.87% 19,607,549 4.13% 474,440,330 91.19% 52,488
21. Notice of general meeting* 471,429,992 99.38% 2,928,524 0.62% 474,442,130 91.19% 83,614
* Special resolutions

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

Tim Cobbold as a director
262,817,572 92.76% 20,514,365 7.24% 283,377,498 86.08% 45,561
5 Re-election of Julie Baddeley as a director 280,497,531 99.00% 2,834,406 1.00% 283,377,498 86.08% 45,561
6 Election of Alexander De Bock as a director 281,789,717 99.46% 1,542,220 0.54% 283,377,498 86.08% 45,561
7 Re-election of Hans Dieltjens as a Director 281,869,686 99.48% 1,462,251 0.52% 283,377,498 86.08% 45,561
9 Election of Jane Lodge as a director 282,436,952 99.68% 894,985 0.32% 283,377,498 86.08% 45,561
10 Re-election of Elaine Sarsynski as a director 280,038,518 99.03% 2,743,419 0.97% 283,377,498 86.08% 595,561
11 Election of Trudy Schoolenberg as a director 282,254,367 99.62% 1,077,569 0.38% 283,377,498 86.08% 45,562
12 Re-election of John Smith as a director 272,956,880 96.34% 10,375,056 3.66% 283,377,498 86.08% 45,562

Notes:

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

2.     The total number of ordinary shares in issue on 12 May 2023 was 520,269,141

3.     Total ordinary shares held by shareholders, excluding the controlling shareholder, on 12 May 2023 was 329,204,509

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

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

Tim Furber, Investor Relations

Tel: +44 (0) 1865 871887

David Ludlow, Company Secretary

Tel: +44 (0)1865 871855

FTI Consulting

Richard Mountain

Nick Hasell

Tel: +44 (0)20 3727 1340

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 100 years of automotive fluid systems experience, TI Fluid Systems has manufacturing facilities in 98 manufacturing locations across 28 countries serving major global OEMs.

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