TIDMRSW
RNS Number : 1062V
Renishaw PLC
29 November 2023
Renishaw plc (the "Company")
Results of Annual General Meeting 2023
All resolutions proposed at the Annual General Meeting ("AGM")
held on 29 November 2023 were duly passed on a poll. Resolutions 1
to 15 were passed as ordinary resolutions and resolution 16 was
passed as a special resolution. The result of the poll is as
follows:
Resolution Votes % Votes Against % Votes % of Votes
For Total ISC(1) Withheld(2)
Voted
Excl
Withheld
1. Receive the Annual
Report 2023 61,646,484 98.41 998,952 1.59 62,645,436 86.06% 1,252,069
----------- ------ -------------- ------ ----------- ---------- -------------
2. Approve the Remuneration
Policy 61,006,328 95.50 2,875,973 4.50 63,882,301 87.76% 15,204
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3. Approve the Remuneration
Report 61,923,884 97.05 1,879,562 2.95 63,803,446 87.66% 94,059
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4. Declare a final
dividend 63,889,934 99.99 4,182 0.01 63,894,116 87.78% 3,389
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5. Re-elect David
McMurtry as a director 43,723,560 68.74 19,887,835 31.26 63,611,395 87.39% 286,110
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6. Re-elect John
Deer as a director 45,497,182 71.52 18,114,153 28.48 63,611,335 87.39% 286,170
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7. Re-elect Will
Lee as a director 63,674,597 99.89 70,955 0.11 63,745,552 87.58% 151,953
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8. Re-elect Allen
Roberts as a director 63,259,563 99.25 479,551 0.75 63,739,114 87.57% 158,391
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9. Re-elect Catherine
Glickman as a director 61,947,650 97.19 1,790,230 2.81 63,737,880 87.57% 159,625
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10. Re-elect David
Grant as a director 61,087,343 95.84 2,650,879 4.16 63,738,222 87.57% 159,283
----------- ------ -------------- ------ ----------- ---------- -------------
11. Re-elect Juliette
Stacey as a director 63,159,277 99.09 580,845 0.91 63,740,122 87.57% 157,383
----------- ------ -------------- ------ ----------- ---------- -------------
12. Re-elect Stephen
Wilson as a director 63,438,643 99.53 299,579 0.47 63,738,222 87.57% 159,283
----------- ------ -------------- ------ ----------- ---------- -------------
13. Elect Karen Holford
as a director 63,736,636 99.99 3,486 0.01 63,740,122 87.57% 157,383
----------- ------ -------------- ------ ----------- ---------- -------------
14. Re-appoint Ernst
& Young LLP as auditors 63,451,645 99.31 440,984 0.69 63,892,629 87.78% 4,876
----------- ------ -------------- ------ ----------- ---------- -------------
15. Authorise the
Audit Committee to
determine the auditors'
remuneration 63,883,429 99.99 8,438 0.01 63,891,867 87.78% 5,638
----------- ------ -------------- ------ ----------- ---------- -------------
16. Authorise the
Company to purchase
its own shares(3) 63,442,863 99.30 444,254 0.70 63,887,117 87.77% 10,388
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(1) Issued Share Capital.
(2) A vote withheld is not a vote in law and is not counted
towards votes cast "For" or "Against" a resolution.
(3) Special resolution requiring 75% majority.
Votes of independent shareholders on the resolutions concerning
the election or re-election of the independent Non-executive Directors
--------------------------------------------------------------------------------------------------
10. Re-elect Catherine
Glickman as a director 23,494,391 92.92 1,790,230 7.08 25,284,621 73.64% 159,625
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11. Re-elect David
Grant as a director 22,634,084 89.52 2,650,879 10.48 25,284,963 73.64% 159,283
----------- ------ ---------- ------ ----------- ------- --------
12. Re-elect Juliette
Stacey as a director 24,706,018 97.70 580,845 2.30 25,286,863 73.65% 157,383
----------- ------ ---------- ------ ----------- ------- --------
13. Re-elect Stephen
Wilson as a director 24,985,384 98.82 299,579 1.18 25,284,963 73.64% 159,283
----------- ------ ---------- ------ ----------- ------- --------
14. Elect Karen Holford
as a director 25,283,377 99.99 3,486 0.01 25,286,863 73.65% 157,383
----------- ------ ---------- ------ ----------- ------- --------
In accordance with Listing Rule 9.2.2E, resolutions 10 to 14
inclusive were approved by: (a) the shareholders of the Company;
and (b) the independent shareholders of the Company.
The total voting rights of the Company on the day on which
shareholders had to be on the register in order to be eligible to
vote was 72,788,543.
In accordance with Listing Rule 9.6.2R, a copy of resolution 16,
which was passed as a special resolution, has been submitted to the
National Storage Mechanism and will shortly be available for
inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
The Board is pleased that the majority of resolutions were
passed with a high level of support from shareholders. The Board
has considered the votes against resolutions 5, the re-election of
Sir David McMurtry (31.26%) and 6, the re-election of John Deer
(28.48%) (together, the "Founders").
To better understand the reasoning behind the votes against,
meetings have been held with those shareholders wishing to discuss
aspects of corporate governance in the run up to the AGM. The main
matters of concern continue to be the absence of a relationship
agreement between the Founders and the Company, succession planning
and Board diversity.
In respect of succession planning and the composition of the
Board, the Nomination Committee continues to monitor, and is
supportive of, the current structure of the Board believing that it
provides the Company with access to significant strategic vision,
commercial experience, and operational and international expertise.
The Board keeps its skills and experience under review and a
succession planning exercise for both Board and key operational
roles has recently taken place to encourage a diverse pipeline of
talent for senior managerial roles. Further, and as previously
announced, the Board has appointed Professor Karen Holford,
Independent Non-executive Director, taking the number of
independent Non-executive Directors to five, and increasing the
gender diversity of the Board.
As indicated in the previous six months update statement
released on 16 May 2023, the Board will continue to consult with
its shareholders on these matters. An update statement will be
released within six months.
Renishaw plc
29 November 2023
Registered office: New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
Registered number: 01106260, England and Wales
Contact name: Karen Atterbury
Contact telephone: 01453 524524
www.renishaw.com
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November 29, 2023 09:47 ET (14:47 GMT)
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