Result of AGM

THG PLC
21 June 2023
 

THG PLC

(the "Company")

21 June 2023

Results of Annual General Meeting

Following its annual general meeting ("AGM" or "Meeting") which was held today at 1:00 p.m., the Company is pleased to announce that all resolutions which were put to the Meeting were duly passed by the requisite majorities. Resolutions 1 to 15 were passed by the shareholders of the Company as ordinary resolutions and resolutions 16 to 19 were passed as special resolutions. All resolutions were voted on by poll.

Total votes received for each ordinary resolution and special resolution proposed at the AGM were as follows:

Resolution

*Votes For

%age of Votes Cast

Votes Against

%age of Votes Cast

Total Votes Cast

**%age of ISC Voted

***Votes Withheld

1.     To receive the Report & Accounts

822,877,460

99.81%

1,583,011

0.19%

824,460,471

63.45

2,684,663

2.     To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy)

796,923,612

96.46%

29,288,261

3.54%

826,211,873

63.59

933,261

3.     To elect Sue Farr as a Director

 

800,014,255

96.99%

24,799,746

3.01%

824,814,001

63.48

2,331,133

4.     To elect Gillian Kent as a Director

799,965,055

97.02%

24,612,648

2.98%

824,577,703

63.46

2,567,431

5.     To elect Dean Moore as a Director

799,818,888

97.00%

24,763,911

3.00%

824,582,799

63.46

2,562,335

6.     To re-elect Charles Allen, Lord Allen of Kensington CBE, as a Director

769,737,775

93.90%

49,986,986

6.10%

819,724,761

63.09

7,420,373

7.     To re-elect John Gallemore as a Director

795,612,269

96.31%

30,478,277

3.69%

826,090,546

63.58

1,054,588

8.     To re-elect Edward Koopman as a Director

795,434,525

97.07%

24,004,350

2.93%

819,438,875

63.06

7,706,259

9.     To re-elect Iain McDonald as a Director

624,887,642

76.27%

194,459,200

23.73%

819,346,842

63.06

7,798,292

10.  To re-elect Matthew Moulding as a Director

790,668,169

95.65%

35,915,062

4.35%

826,583,231

63.61

561,903

11.  To re-elect Damian Sanders as a Director

801,814,933

97.24%

22,741,487

2.76%

824,556,420

63.46

2,588,714

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

820,879,758

99.51%

4,068,180

0.49%

824,947,938

63.49

2,197,196

13.  To authorise the Audit Committee to determine the auditor's remuneration

821,922,242

99.63%

3,027,728

0.37%

824,949,970

63.49

2,195,164

14.  To authorise the Directors to allot shares

787,042,861

95.21%

39,567,504

4.79%

826,610,365

63.62

534,769

15.  To authorise political donations

732,875,221

97.76%

16,805,582

2.24%

749,680,803

57.70

77,464,331

16.  To authorise the Directors to disapply statutory pre-emption rights

796,841,732

96.80%

26,331,115

3.20%

823,172,847

63.35

3,972,287

17.  To authorise the Directors to further disapply statutory pre-emption rights in connection with an acquisition or specified capital investment

796,107,353

96.70%

27,173,052

3.30%

823,280,405

63.36

3,864,729

18.  To authorise the Company to purchase its own shares

804,330,003

97.50%

20,593,242

2.50%

824,923,245

63.49

2,221,889

19.  To authorise a 14-day notice period for general meetings other than annual general meetings

818,062,552

99.16%

6,913,969

0.84%

824,976,521

63.49

2,168,613


*The votes of any proxy giving the Chair discretion as to how to vote have been included in the votes "For" a resolution.

**The total number of ordinary shares in issue (excluding treasury shares) and eligible to be voted at the AGM was 1,299,364,413.

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

The Company notes that a significant number of votes were cast against resolution 9 relating to the re-election of Iain McDonald as a director of the Company. The Board takes seriously its responsibilities to represent the interests of shareholders and to uphold the highest standards of corporate governance and is open to constructive dialogue with shareholders and shareholder bodies. Accordingly, it will undertake a detailed review of any feedback received on this resolution to ensure it fully understands the reasons behind the voting result and to allow it to understand shareholders' concerns and will continue to engage with shareholders over the coming months as appropriate. Further, in line with the provisions of the UK Corporate Governance Code (July 2018), the Company will provide an update on the views received from shareholders and actions taken in response in no later than six months' time.

In accordance with Listing Rule 14.3.6R, a copy of all resolutions, other than resolutions concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. A copy of the poll results for the AGM will also be available shortly on the Company's website at https://www.thg.com/investor-relations/annual-general-meeting-documents.

 

If you require further information, please contact:

James Pochin
General Counsel & Company Secretary         
THG PLC
Telephone No.: 020 7250 1446

 

 

 

 

 

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