AGM voting results

21st Apr 2006 16:23

Morgan Crucible Co PLC21 April 2006 AGM VOTING RESULTS Company Name: The Morgan Crucible Company plc Meeting Date: 21/04/2006 Number of cards (shareholders) at meeting date: 23 Issued share capital at meeting date: 293,369,193 Number of votes per share: one Meeting type AGM/EGM: AGM Resolution (No. as noted on proxy form) Shares For Shares Shares Shares PollYes/No Discretionary Against Marked As Votes Withheld / Abstentions------------------------------------------------------------------------------------------------------------------------1.To receive the Report of the Directors and the 162,599,584 1,731,507 905,247 355,271 NoAccounts for the year ended 4th January 2006------------------------------------------------------------------------------------------------------------------------2. To approve the Remuneration Committee Report, as 121,292,709 1,750,859 10,384,655 32,163,386 Noset out in the Report and Accounts for the year ended4th January 2006------------------------------------------------------------------------------------------------------------------------3. To declare a Final Dividend at the rate of 2.5p per 163,854,781 1,731,114 1,479 4,235 Noshare on the ordinary share capital of the Company forthe year ended 4th January 2006 payable on 6th July2006 to shareholders on the register at the close ofbusiness on 2nd June 2006.------------------------------------------------------------------------------------------------------------------------4. To re-elect Mr. W.D. Knowlton as a director 161,796,669 1,767,343 1,994,259 33,338 No------------------------------------------------------------------------------------------------------------------------5. To reappoint KPMG Audit Plc as Auditors of the 149,598,956 1,748,255 14,233,438 10,960 NoCompany until the conclusion of the next generalmeeting at which accounts are laid before the membersand authorise the Directors to determine theirremuneration.------------------------------------------------------------------------------------------------------------------------6. That the authority conferred on the directors of 163,316,551 1,763,951 492,125 18,982 Nothe Company by Article 8(3) of the Company's Articlesof Association be renewed for the period expiring 15months after the date of passing this resolution oruntil the next Annual General Meeting, whichever shallfirst occur, and for that period the "section 80amount" is £24,444,010 representing one third of theissued ordinary share capital of the Company------------------------------------------------------------------------------------------------------------------------7.'THAT subject to the passing of resolution 6 the 163,675,909 1,765,584 112,713 37,403 Noauthority conferred on the directors of the Company byArticle 8(4) of the Company's Articles of Associationbe renewed for the period expiring 15 months after thedate of passing this resolution and for that periodthe "section 89 amount" is £3,666,601. representingjust less than 5% of the issued ordinary share capitalof the Company'------------------------------------------------------------------------------------------------------------------------8. 'THAT the directors of the Company be and they are 163,776,659 1,757,710 49,125 8,115 Nohereby generally and unconditionally authorised forthe purpose of Section 163 of the Companies Act 1985(the 'Act') to make one or more market purchases(within the meaning of Section 163(3) of the Act) ofordinary shares of 25p each in the issued sharecapital of the Company ('ordinary shares') providedthat: (a) the maximum aggregate number of ordinary shares authorised to be purchased is 29,303,479 representing 9.99 per cent of the issued ordinary share capital of the Company; (b) the minimum price which may be paid for an ordinary share (exclusive of expenses) is 25p; (c) the maximum price which may be paid for an ordinary share (exclusive of expenses) is an amount equal to 105 per cent of the average of the middle market quotations for an ordinary share as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the purchase is made; (d) Unless previously renewed, varied or revoked this authority shall expire 15 months from the date of the passing of this resolution or at the conclusion of the next Annual General Meeting (whichever is the sooner); and (e) the Company may make a contract to purchase ordinary shares under this authority which will or may be executed wholly or partly after the expiry of this authority and may make a purchase of ordinary shares in pursuance of such a contract.'------------------------------------------------------------------------------------------------------------------------ This information is provided by RNS The company news service from the London Stock Exchange

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