TIDMNCC
RNS Number : 2627V
NCC Group PLC
30 November 2023
NCC GROUP PLC
RESULTS OF THE 2023 ANNUAL GENERAL MEETING
Annual General Meeting
At the Annual General Meeting ("AGM") of NCC Group plc (the
"Company") held at 9.00 am at XYZ Building, 2 Hardman Boulevard,
Spinningfields, Manchester, M3 3AQ on 30 November 2023,
shareholders duly passed all of the resolutions proposed. Each of
the resolutions put to the AGM were voted on by way of a poll.
Resolutions 1 to 13 and resolution 18 were passed as ordinary
resolutions and resolutions 14 to 17 were passed as special
resolutions. The results of the poll incorporating proxy votes
lodged in advance of the meeting are set out below (rounded to 2
decimal places).
Votes for % Votes % Total votes % of Votes
against cast ISC voted withheld
To receive the
1. report and accounts 240,585,713 98.74% 3,066,488 1.26% 243,652,201 77.72 173,178
------------------------- ------------ ------- ------- ----------- ----------
To approve the
directors' remuneration
report (other
than the directors'
remuneration
policy) for the
year ended 31
2. May 2023 206,893,530 84.86% 36,926,077 15.14% 243,819,607 77.78 5,772
------------------------- ------------ ------- ------- ----------- ----------
To declare a
final dividend
of 3.15p per
3. share 243,790,017 99.99% 32,494 0.01% 243,822,511 77.78 2,868
------------------------- ------------ ------- ------- ----------- ----------
To re-appoint
4. KPMG as auditor 240,751,145 98.74% 3,071,366 1.26% 243,822,511 77.78 2,868
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the Audit Committee
to determine
the auditor's
5. remuneration 243,751,972 99.98% 50,836 0.02% 243,802,808 77.77 22,571
------------------------- ------------ ------- ------- ----------- ----------
To re-elect Mike
Maddison as a
6. Director 240,342,118 99.94% 154,829 0.06% 240,496,947 76.72 3,328,432
------------------------- ------------ ------- ------- ----------- ----------
To re-elect Chris
7. Stone as a Director 234,888,736 96.34% 8,912,341 3.66% 243,801,077 77.77 24,302
------------------------- ------------ ------- ------- ----------- ----------
To elect Julie
Chakraverty as
8. a Director 238,583,524 99.20% 1,917,423 0.80% 240,500,947 76.72 3,324,432
------------------------- ------------ ------- ------- ----------- ----------
To re-elect Jennifer
Duvalier as a
9. Director 216,486,945 90.01% 24,015,086 9.99% 240,502,031 76.72 3,323,348
------------------------- ------------ ------- ------- ----------- ----------
To re-elect Mike
Ettling as a
10. Director 231,760,465 96.37% 8,738,482 3.63% 240,498,947 76.72 3,326,432
------------------------- ------------ ------- ------- ----------- ----------
To elect Guy
11. Ellis as a Director 240,373,427 99.95% 127,520 0.05% 240,500,947 76.72 3,324,432
------------------------- ------------ ------- ------- ----------- ----------
To re-elect Lynn
Fordham as a
12. Director 238,590,963 99.21% 1,911,068 0.79% 240,502,031 76.72 3,323,348
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the Directors
13. to allot shares 205,737,191 84.38% 38,085,542 15.62% 243,822,733 77.78 2,646
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the Directors
to disapply pre-emption
rights up to
5% of the issue
14. share capital 226,801,464 93.04% 16,969,951 6.96% 243,771,415 77.76 53,964
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the Directors
to disapply pre-emption
rights for an
additional 5%
in relation to
an acquisition
15. or capital investment 223,486,486 91.68% 20,284,929 8.32% 243,771,415 77.76 53,964
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the purchase
of own shares
pursuant to s.701
of the Companies
16. Act 2006 237,307,446 97.38% 6,376,892 2.62% 243,684,338 77.73 141,041
------------------------- ------------ ------- ------- ----------- ----------
To reduce the
notice period
required for
17. General Meetings 228,268,656 93.62% 15,547,059 6.38% 243,815,715 77.77 9,664
------------------------- ------------ ------- ------- ----------- ----------
To authorise
the making of
political donations
and incurring
18. political expenditure 192,506,941 79.00% 51,170,949 21.00% 243,677,890 77.73 147,489
------------------------- ------------ ------- ------- ----------- ----------
Commenting on the less than 80% vote received for authority to
make political donations and to incur political expenditure
As set out in the notice of AGM, NCC Group plc does not give any
money for political purposes in the UK nor does it make any
donations to UK political organisations or incur UK political
expenditure. However, the definitions of political donations and
political expenditure used in the UK Companies Act 2006 are very
wide. In line with UK market practice, the authority is therefore
requested only as a precautionary measure to ensure that NCC Group
plc and any company which is or becomes a subsidiary of NCC Group
plc does not inadvertently breach the relevant provisions of the UK
Companies Act.
Notes:
1. Any proxy appointments which gave discretion to the chairman
of the meeting have been included in the 'For' total.
2. A vote withheld is not a vote in law and is not counted in
the calculation of the proportion of votes "for" and "against" a
resolution, nor in the calculation of "total votes cast" for any
resolution.
3. The issued share capital of the Company as at the date of the
AGM was 313,488,589 ordinary shares.
4. The full text of the resolutions can be found in the Notice
of Annual General Meeting which is available for inspection at the
National Storage Mechanism www.morningstar.co.uk/uk/nsm and on the
Company's website.
In accordance with Listing Rule 9.6.2, copies of the resolutions
passed as special business of the meeting will be uploaded to the
National Storage Mechanism and will shortly be available for
inspection at www.morningstar.co.uk/uk/nsm .
For enquiries please contact:
Jonathan Williams
Company Secretary
+44 7917 634 643
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END
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November 30, 2023 08:48 ET (13:48 GMT)
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