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Vesuvius PLC AGM Information 2013

Jun 4, 2013

4901_dva_2013-06-04_4832f32f-7378-435b-835b-63d215e32dcb.pdf

AGM Information

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4 June 2013

Vesuvius plc - Result of Annual General Meeting ("AGM")

Vesuvius plc ("the Company") confirms that at its first AGM today, each of the resolutions set out in the Notice of Meeting to Shareholders dated 22 April 2013, was passed by Shareholders.

A poll was conducted on each resolution at the meeting and the results, certified by the scrutineer, Equiniti Limited, were as follows:

RESOLUTIONS FOR AGAINST TOTAL
No. of votes
cast 1
$\sqrt[9]{\circ}$ of
votes
cast
No. of
votes cast
$%$ of
votes
cast
No. of votes
cast
$%$ of
Issued
Share
Capital 2
Votes
withheld 3
$\mathbf{1}$ Receipt of
Annual Report
and Accounts
217,355,940 98.80 2,630,774 1.20 219,986,714 78.99% 159,660
$\overline{2}$ Declaration of
Final Dividend
220, 143, 452 100.00 $\mathbf{1}$ 0.00 220, 143, 453 79.05% 2,921
$\overline{3}$ Approval of
Directors'
Remuneration
Report
212,883,589 96.71 7,246,669 3.29 220,130,258 79.05% 16,116
4 Election of N
Connors
217,811,214 98.94 2,326,580 1.06 220,137,794 79.05% 8,580
5 Election of C
Gardell
218,160,461 99.10 1,977,531 0.90 220,137,992 79.05% 8,382
6 Election of J
Hewitt
217,799,735 98.94 2,337,765 1.06 220,137,500 79.05% 8,874
$\overline{7}$ Election of J
Hinkley
217,802,257 98.94 2,335,710 1.06 220,137,967 79.05% 8,407
8 Election of J
McDonough
216,794,794 99.48 1,134,615 0.52 217,929,409 78.26% 2,216,965
$\overline{9}$ Election of C
O'Shea
219,370,452 99.65 767,475 0.35 220,137,927 79.05% 8,447
10 Election of F
Wanecq
219,368,675 99.65 769,285 0.35 220,137,960 79.05% 8,414
11 Re-appointment
of Auditor
215,298,811 98.79 2,635,121 1.21 217,933,932 78.26% 2,212,442
$\overline{12}$ Remuneration
of Auditor
217,714,330 98.90 2,427,698 $\overline{1}$ .10 220,142,028 79.05% 4,346
13 Authority to
Allot Shares
210,595,665 95.67 9,540,660 4.33 220, 136, 325 79.05% 10,049
14 Special
Resolution:
Authority to
Disapply Pre-
emption Rights
220,072,982 99.97 63,343 0.03 220, 136, 325 79.05% 10,049
15 Special
Resolution:
Authority to
Purchase Own
Shares
220, 125, 462 99.99 17,054 0.01 220, 142, 516 79.05% 3,858
16 Authority to
Incur Political
Expenditure
218,239,857 99.14 1,896,441 0.86 $220,136,298$ 79.05% 10.076
17 Special
Resolution:
Authority to Call
a General
Meeting on 14
clear days'
notice
202,517,781 91.99 17,623,785 8.01 220,141,566 79.05% 4,808

Vesuvius issued an Interim Management Statement on 17 May and on 3 June, it announced the completion of the sale of its Precious Metals Processing Division.

At today's AGM, the Chairman John McDonough said: "As previously announced, up to £30M of the disposal proceeds of €56.8m will be returned to shareholders through an on-market repurchase of shares, with the balance of the net disposal proceeds being used to reduce the Company's existing borrowings. This transaction is good news for the Precious Metals Processing businesses which are now part of a group wholly dedicated to that industry, and it is an important strategic step for Vesuvius, leaving us focused on our core competence of molten metal engineering, serving the global steel and foundry industries."

No further comments on trading were made at the meeting.

Notes:

    1. Any proxy appointments which gave discretion to the Chairman have been included in the "for" total.
    1. The total number of shares in issue is 278,485,071
    1. 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" a resolution.
    1. All percentages are shown to two decimal places.

This information will also shortly be available to view on the Company's website at: www.vesuvius.com.

In accordance with Listing Rule 9.6.2 a copy of Resolution 17 (Authority for the Company to call a general meeting on 14 clear days' notice) which was passed as special business at the AGM will be submitted to the Financial Conduct Authority Storage Mechanism and will be available for inspection at National www.hemscott.com/nsm.do. A copy of this resolution is also available from the Company Secretary, Vesuvius plc, 165 Fleet Street, London EC4A 2AE, England. In addition, copies of resolutions 13 to 15 and 17 will be filed with Companies House.

Vesuvius plc 165 Fleet Street London EC4A 2AE +44 (0) 20 7822 0000 Tel: +44 (0) 20 7822 0100 Fax: Web: www.vesuvius.com