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Softcat PLC - Result of AGM

RNS Number : 0566W
Softcat PLC
06 December 2019
 

 

 

Softcat plc

Results of Annual General Meeting

Softcat plc (the "Company") announces that at its Annual General Meeting ("AGM") held yesterday, 5 December 2019, all resolutions set out in the notice of the AGM were passed by the requisite majority of votes by shareholders by way of a poll. The results of the poll for each resolution were as follows:

 


VOTES FOR

%

VOTES AGAINST

%

TOTAL SHARES VOTED

% OF ISSUED SHARE CAPITAL VOTED

VOTES WITHHELD

ORDINARY RESOLUTIONS








1. To receive the Company's financial statements and the reports of the Directors together with the Auditor's Report for the year ended 31 July 2019

 

162,756,921

100.00

0

0.00

162,756,921

82.01%

777,857

2. To approve the Directors' Remuneration Report

 

161,694,092

98.87

1,840,577

1.13

163,534,669

82.41%

109

3. To approve the  Directors' Remuneration Policy

161,238,582

98.60

2,296,086

1.40

163,534,668

82.41%

109

4. To declare a final dividend of 10.4 pence per ordinary share

 

163,534,723

100.00

0

0.00

163,534,723

82.41%

55

5. To declare a special dividend of 16.0 pence per ordinary share

 

163,534,723

100.00

0

0.00

163,534,723

82.41%

55

6. To re-elect Graeme Watt as a Director

163,080,198

99.72

454,580

0.28

163,534,778

82.41%

0

7. To re-elect Martin Hellawell as a Director

156,252,624

95.83

6,790,848

4.17

163,043,472

82.16%

491,305

8. To re-elect Graham Charlton as a Director

162,367,657

99.29

1,167,121

0.71

163,534,778

82.41%

0

9. To re-elect Vin Murria OBE as a Director

162,290,195

99.24

1,244,474

0.76

163,534,669

82.41%

109

10. To re-elect Peter Ventress as a Director

 

163,082,031

99.72

452,747

0.28

163,534,778

82.41%

0


VOTES FOR

%

VOTES AGAINST

%

TOTAL SHARES VOTED

% OF ISSUED SHARE CAPITAL VOTED

VOTES WITHHELD

11. To elect Robyn Perris as a Director

163,514,558

99.99

20,220

0.01

163,534,778

82.41%

0

12. To elect Karen Slatford as a Director

162,451,327

99.34

1,083,342

0.66

163,534,669

82.41%

109

13. To re-appoint Ernst & Young LLP as auditor of the Company

163,043,273

100.00

0

0.00

163,043,273

82.16%

491,504

14. To authorise the Directors to determine the auditor's remuneration

163,534,461

100.00

118

0.00

163,534,579

82.41%

199

15. To authorise the Company to make political donations

162,594,701

99.73

440,786

0.27

163,035,487

82.16%

499,290

16. To authorise the Directors to allot securities pursuant to Section 551 of the Companies Act 2006

162,094,987

99.12

1,439,622

0.88

163,534,609

82.41%

169

SPECIAL RESOLUTIONS

 

 

 

 

 

 

 

17. To authorise the Directors to dis-apply the statutory pre-emption rights pursuant to Sections 570 and 573 of the Companies Act 2006

163,497,870

99.98

36,545

0.02

163,534,415

82.41%

363

18. To authorise the Directors to dis-apply statutory pre-emption rights for the purposes of acquisitions or capital investments pursuant to Sections 570 and 573 of the Companies Act 2006

160,672,051

98.25

2,862,363

1.75

163,534,414

82.41%

363

19. To authorise the Company to purchase its own shares

162,840,691

99.68

530,951

0.32

163,371,642

82.32%

163,135

20. To approve the calling of a general meeting other than an annual general meeting on not less than 14 clear days' notice

161,188,328

98.57

2,346,450

1.43

163,534,778

82.41%

0

 

VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDER ON ELECTION OR RE-ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTORS

 

ORDINARY RESOLUTIONS

VOTES FOR

%

VOTES AGAINST

%

TOTAL SHARES VOTED

% OF ISSUED SHARE CAPITAL VOTED

VOTES WITHHELD

9. To re-elect Vin Murria OBE as a Director

101,396,457

98.79

1,244,474

1.21

102,640,931

76.89%

109

10. To re-elect Peter Ventress as a Director.

102,188,293

99.56

452,747

0.44

102,641,040

76.89%

0

11. To elect Robyn Perriss as a Director.

102,620,820

99.98

20,220

0.02

102,641,040

76.89%

0

12. To elect Karen Slatford as a Director

101,557,589

98.94

1,083,342

1.06

102,640,931

76.89%

109

 

 

Notes:

 

Any proxy appointments giving discretion to the Chair of the Meeting have been included in the "For" total.

 

A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.

 

The Company's total of ordinary shares in issue (total voting rights) as at 5 December 2019 was 198,477,866 ordinary shares of £0.0005 each. Ordinary shareholders are entitled to one vote per ordinary share held.

 

Peter Kelly is regarded as a controlling shareholder of the Company for the purposes of the Listing Rules, and each resolution to elect or re-elect independent non-executive directors (resolutions 9 to 12) have under Listing Rule 9.2.2E been approved by a majority of the votes cast by:

 

(i) the shareholders of the Company as a whole; and

 

(ii) the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

 

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed at the AGM will be submitted to the National Storage Mechanism and will be available for inspection at: http://www.morningstar.co.uk/uk/NSM.

 

A copy of this announcement will be available on the Company's website at: https://www.softcat.com/investors

 

 

 

Luke Thomas, Company Secretary

 

Softcat plc

 

 

6 December 2019

 


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Price: 1146

Market: LSE
Market Cap: £2.28 billion
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