HAYS PLC
ANNUAL GENERAL MEETING
2024
RESULTS OF THE POLL
Hays plc (the
"Company") announces the results of the voting by poll on the
resolutions put to its Annual General Meeting ("AGM") held at
12:00pm today, Wednesday 20 November 2024. The full text of the
resolutions proposed at the AGM is included in the Notice of AGM
published on 7 October 2024, which is available on the Company's
website at: www.haysplc.com/investors/shareholder-services/agm.
Resolutions 1 to 16
were passed as ordinary resolutions and resolutions 17 to 19 were
passed as special resolutions.
The table below shows
the votes cast on each resolution.
|
Resolution
|
Votes For
|
%
|
Votes
Against
|
%
|
Votes Total
|
% of ISC
Votes
|
Votes
Withheld
|
|
1. To receive the Directors' and
Auditors' Reports and the financial statements for the year ended
30 June 2024
|
1,423,046,079
|
100.00
|
62,195
|
0.00
|
1,423,108,274
|
89.40%
|
882,100
|
|
2. To approve the
|
Directors' Remuneration
Report
|
|
1,395,608,306
|
98.02
|
28,249,679
|
1.98
|
1,423,857,985
|
89.45%
|
132,389
|
|
3. To declare a final
dividend
|
1,420,780,887
|
99.77
|
3,207,078
|
0.23
|
1,423,987,965
|
89.46%
|
2,409
|
|
4. To elect Helen Cunningham as a
director of the Company
|
1,417,701,857
|
99.99
|
168,048
|
0.01
|
1,417,869,905
|
89.07%
|
6,120,469
|
|
5. To elect Anthony Kirby as a
director of the Company
|
1,420,619,827
|
99.99
|
143,135
|
0.01
|
1,420,762,962
|
89.26%
|
3,227,412
|
|
6. To re-elect Dirk Hahn as a
director of the Company
|
1,420,705,684
|
99.77
|
3,251,830
|
0.23
|
1,423,957,514
|
89.46%
|
32,860
|
|
7. To re-elect James Hilton as a
director of the Company
|
1,423,703,558
|
99.98
|
255,068
|
0.02
|
1,423,958,626
|
89.46%
|
31,748
|
|
8. To re-elect Joe Hurd as a director
of the Company
|
1,411,672,760
|
99.14
|
12,217,202
|
0.86
|
1,423,889,962
|
89.45%
|
100,412
|
|
9. To re-elect Andrew Martin as a
director of the Company
|
1,416,086,591
|
99.50
|
7,185,430
|
0.50
|
1,423,272,021
|
89.41%
|
718,353
|
|
10. To re-elect Cheryl Millington as
a director of the Company
|
1,359,433,917
|
95.47
|
64,456,045
|
4.53
|
1,423,889,962
|
89.45%
|
100,412
|
|
11. To re-elect Susan Murray as a
director of the Company
|
1,359,018,219
|
95.44
|
64,871,743
|
4.56
|
1,423,889,962
|
89.45%
|
100,412
|
|
12. To re-elect Zarin Patel as a
director of the Company
|
1,414,744,925
|
99.36
|
9,134,732
|
0.64
|
1,423,879,657
|
89.45%
|
110,717
|
|
13. To re-appoint
PricewaterhouseCoopers LLP as Auditor of the Company
|
1,138,075,426
|
79.93
|
285,849,437
|
20.07
|
1,423,924,863
|
89.45%
|
65,511
|
|
14. To authorise the Audit Committee
to determine the Auditor's remuneration
|
1,141,186,393
|
80.14
|
282,795,558
|
19.86
|
1,423,981,951
|
89.46%
|
8,423
|
|
15. To authorise the Company to make
political donations
|
1,137,348,892
|
99.66
|
3,906,162
|
0.34
|
1,141,255,054
|
71.70%
|
282,735,320
|
|
16. To authorise the directors to
allot Ordinary shares in the Company
|
1,057,674,424
|
74.28
|
366,297,937
|
25.72
|
1,423,972,361
|
89.46%
|
18,013
|
|
17. To authorise the directors to
disapply pre-emption rights*
|
1,131,003,141
|
79.43
|
292,874,137
|
20.57
|
1,423,877,278
|
89.45%
|
113,096
|
|
18. To authorise the Company to
purchase its own shares*
|
1,420,743,745
|
99.78
|
3,113,923
|
0.22
|
1,423,857,668
|
89.45%
|
132,706
|
|
19. To authorise the calling of a
general meeting with 14 clear days' notice*
|
1,340,119,140
|
94.11
|
83,853,722
|
5.89
|
1,423,972,862
|
89.46%
|
17,512
|
Special resolutions are indicated by
an asterisk.
The Board notes that over 20% of
votes cast were against the Board's recommendations in respect of
resolutions 13, 16 and 17. The Board will engage with shareholders
in respect of these resolutions to ensure their views are
understood. In accordance with provision 4 of the UK Corporate
Governance Code, the Board will provide an update on this
engagement within 6 months of the AGM, as well as a final summary
in the Company's 2025 Annual Report.
The issued share capital (ISC) at the
close of business on 18 November 2024 was 1,600,433,092
(1,591,794,123
excluding shares held in Treasury).
The 'For' vote includes those giving the Chairman discretion. Votes
withheld are not votes in law and therefore have not been counted
in the calculation of the percentage of votes for or against a
resolution.
The full text of each of the
resolutions is set out in the Notice of AGM, which is available
at www.haysplc.com/investors/shareholder-services/agm In
accordance with UK Listing Rule 6.4.2.R, copies of the resolutions,
other than those concerning ordinary business, passed at the AGM
will be submitted to the National Storage Mechanism and will
shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
20 November 2024