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Galliford Try Hldgs - Result of AGM

RNS Number : 3093F
Galliford Try Holdings PLC
13 November 2020
 

GALLIFORD TRY HOLDINGS PLC

 

Result of 2020 Annual General Meeting

 

Galliford Try Holdings plc is pleased to announce that all resolutions were passed on a poll vote conducted at the Annual General Meeting held today. The results of the poll vote are detailed below.

 

As at the time of the meeting, the Company had 111,053,489 ordinary shares of 50 pence each in issue. As a vote withheld is not a vote in law, the proportion of total votes cast for and against each resolution excludes votes withheld.

 

Resolution

Votes validly cast

% of ISC

Votes for

%

Votes against

%

Withheld

1. Receiving the report and financial statements

56,526,662

50.90

56,483,972

99.92

42,690

0.08

16,689

2.  Approval of the directors' report on remuneration

56,485,273

50.86

36,394,526

64.43

20,090,747

35.57

58,078

3.  Approval of the directors' remuneration policy

55,733,564

50.19

55,542,396

99.66

191,168

0.34

809,787

4.    Re-election of Bill Hocking

56,521,483

50.90

56,479,764

99.93

41,719

0.07

21,869

5.    Re-election of Andrew Duxbury

56,523,454

50.90

56,359,500

99.71

163,954

0.29

19,898

6.    Re-election of Terry Miller

56,527,900

50.90

55,122,050

97.51

1,405,850

2.49

15,452

7.    Re-election of Gavin Slark

56,520,939

50.90

55,129,283

97.54

1,391,656

2.46

22,412

8.    Re-election of Marisa Cassoni

56,523,626

50.90

55,151,473

97.57

1,372,153

2.43

19,726

9.    Re-election of Peter Ventress

56,518,066

50.89

54,682,588

96.75

1,835,478

3.25

25,285

10.  Re-appointment of auditor

56,526,292

50.90

56,474,096

99.91

52,196

0.09

17,060

11.  Authority to set remuneration of the auditor

56,533,141

50.91

56,492,532

99.93

40,609

0.07

10,211

12.   Authority to allot shares

56,522,086

50.90

55,865,646

98.84

656,440

1.16

21,266

13.   Authority for political expenditure

56,507,336

50.88

56,089,649

99.26

417,687

0.74

36,015

14. Approval of the Savings-Related Share Option Plan

56,516,825

50.89

56,452,921

99.89

63,904

0.11

26,527

15.  Authority to disapply statutory pre-emption rights for general purposes

56,517,447

50.89

56,374,787

99.75

142,660

0.25

25,905

16.  Authority to disapply statutory pre-emption rights for an acquisition or a specified capital investment

56,519,147

50.89

56,364,903

99.73

154,244

0.27

24,204

17.  Authority for Company to purchase its own shares

56,530,310

50.90

56,449,817

99.86

80,493

0.14

13,041

18.  Notice period for general meetings

56,536,680

50.91

55,982,915

99.02

553,765

0.98

6,672

 

Resolution 2 - Directors' Remuneration Report

 

The Board notes that while Resolution 2 to approve the Directors' Remuneration Report was passed, 35.57% of shareholders opposed this resolution. The Board and the Company remain committed to continued engagement with shareholders and proxy advisors to address concerns pertaining to directors' remuneration, and discretion applied to executive bonus awards.  

 

Following recent engagement on the Company's executive remuneration arrangements with major shareholders and proxy advisors prior to today's AGM, the Board understands that shareholders' primary concern was the Finance Director's 2019/20 annual bonus where 50% was based on the disposal of the Group's housebuilding divisions which completed in January 2020. 

 

The Remuneration Committee's decision to base half of the Finance Director's 2019/2020 annual bonus on the successful completion of the corporate transaction reflected that this project represented a significant proportion of the Finance Director's duties and responsibilities in the 2019/20 financial year. This approach was also within the scope of the Remuneration Policy in force at that time.  In making the award in respect of the disposal, the Committee also had full regard to the Finance Director's wider contribution and the underlying performance of the Group.

 

The Board will continue to engage with shareholders to ensure their views are fully understood and considered and can be taken into account by the Committee in the future.  In line with the provisions of the UK Corporate Governance Code, the Board will provide an update on the views received and actions taken in response no later than in six months' time.

 

 

In accordance with LR 9.6.2, copies of the relevant ordinary and special resolutions passed at the meeting will be submitted to the FCA's National Storage Mechanism and will be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

Enquiries:

Kevin Corbett                General Counsel & Company Secretary, Galliford Try Holdings plc                   01895 855001

 

 

 

Note to Editors

 

Galliford Try is a trading name of Galliford Try Holdings plc, a leading UK construction group listed on the London Stock Exchange. Operating as Galliford Try and Morrison Construction, the group carries out building and infrastructure projects with clients in the public, private and regulated sectors across the UK.

 

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