Result of AGM

Result of AGM

LEI: 213800ZBKL9BHSL2K459

12 May 2022

OSB GROUP PLC

(the Company )

Results of Annual General Meeting (AGM)

Results of AGM

Results of the proxy voting for the 2022 AGM held on Thursday, 12 May 2022.

All resolutions were passed by the requisite majority on a poll; resolutions 1 to 9 as ordinary resolutions and resolutions 10 to 14 as special resolutions.

The following proxy votes were cast in respect of the AGM resolutions:

Ordinary Resolutions Total votes For % Total votes Against % Total votes cast % of issued share capital Votes with h eld
      1 To receive the Accounts and the Reports 397,866,912 99.99 25,314 0.01 397,892,226 89.29% 1,318,751
      2 To approve the Remuneration Report 384,316,369 96.47 14,060,040 3.53 398,376,409 89.40% 834,568
      3 To declare a final dividend 399,210,327 100.00 0 0.00 399,210,327 89.58% 650
      4(a) To elect Simon Walker 398,616,163 99.85 591,254 0.15 399,207,417 89.58% 3,560
      4(b) To re-elect John Graham Allatt 398,513,251 99.83 694,166 0.17 399,207,417 89.58% 3,560
      4(c) To re-elect Elizabeth Noël Harwerth 388,074,388 97.21 11,133,029 2.79 399,207,417 89.58% 3,560
      4(d) To re-elect Sarah Hedger 389,730,347 97.63 9,477,070 2.37 399,207,417 89.58% 3,560
      4(e) To elect Rajan Kapoor 389,832,229 97.65 9,375,188 2.35 399,207,417 89.58% 3,560
      4(f) To re-elect Mary McNamara 387,752,041 97.13 11,455,376 2.87 399,207,417 89.58% 3,560
      4(g) To re-elect David Weymouth 384,839,734 96.64 13,381,899 3.36 398,221,633 89.36% 989,344
      4(h) To re-elect Andrew Golding 398,281,388 99.85 593,446 0.15 398,874,834 89.51% 3,560
      4(i) To re-elect April Talintyre 396,483,763 99.40 2,391,071 0.60 398,874,834 89.51% 3,560
      5 To re-appoint Deloitte LLP as Auditor 399,107,770 99.98 99,677 0.02 399,207,447 89.58% 3,530
      6 To give authority to the Group Audit Committee to agree the Auditor’s remuneration 399,108,591 99.98 98,072 0.02 399,206,663 89.58% 4,314
      7 To give authority to make political donations 381,765,301 97.13 11,283,854 2.87 393,049,155 88.20% 6,161,822
      8 To give authority to allot shares (general authority) 378,323,967 94.77 20,886,360 5.23 399,210,327 89.58% 650
      9 To give authority to allot shares (in relation to Regulatory Capital Convertible Instruments) 397,721,809 99.63 1,485,854 0.37 399,207,663 89.58% 3,314
Special Resolutions              
      10 To give authority to disapply pre-emption rights (general authority) 399,170,898 99.99 36,765 0.01 399,207,663 89.58% 3,314
      11 To give authority to disapply pre-emption rights (acquisitions and specified capital investments) 392,208,080 98.25 6,999,583 1.75 399,207,663 89.58% 3,314
      12 To give authority to disapply pre-emption rights (in relation to Regulatory Capital Convertible Instruments) 396,918,168 99.43 2,289,495 0.57 399,207,663 89.58% 3,314
      13 To give authority to re-purchase shares 396,285,885 99.63 1,489,107 0.37 397,774,992 89.26% 1,435,985
      14 To authorise the convening of a general meeting other than an AGM on not less than 14 clear days’ notice 386,976,703 96.94 12,233,624 3.06 399,210,327 89.58% 650

NOTES:
1. ‘Total Votes For’ include votes recorded as at the discretion of the appointed proxy.
2. The ‘vote withheld’ option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote ‘For’ and ‘Against’ a resolution.
3. As at the date of the AGM, the issued share capital of the Company was 445,635,918 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website https://www.osb.co.uk/investors/shareholder-services/agm-information/

Copies of the special business resolutions passed at the AGM have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority’s National Storage Mechanism which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Enquiries:

OSB GROUP PLC

Nickesha Graham-Burrell

Group Head of Company Secretariat

t: 01634 835 796

Investor relations

Email: osbrelations@osb.co.uk                                 t: 01634 838 973

Brunswick Group

Robin Wrench/Simone Selzer

t: 020 7404 5959

Notes to Editors

About OSB GROUP PLC

OSB began trading as a bank on 1 February 2011 and was admitted to the main market of the London Stock Exchange in June 2014 (OSB.L). OSB joined the FTSE 250 index in June 2015. On 4 October 2019, OSB acquired Charter Court Financial Services Group plc and its subsidiary businesses. On 30 November 2020, OSB GROUP PLC became the listed entity and holding company for the OSB Group. The Group provides specialist lending and retail savings and is authorised by the Prudential Regulation Authority, part of the Bank of England, and regulated by the Financial Conduct Authority and Prudential Regulation Authority. The Group reports under two segments, OneSavings Bank and Charter Court Financial Services.


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