21st May 2020 13:53
Avast plc
(the "Company")
Avast plc - Results of AGM
Following the annual general meeting of the Company held today (the "AGM"), the Company announces the results of the poll vote for each resolution (as set out in full in the notice of AGM (the "Notice of AGM")). Resolutions 1 - 18 (inclusive) were proposed as ordinary resolutions, whereas resolutions 19 - 22 (inclusive) were proposed as special resolutions:
NO. | RESOLUTION | VOTES FOR | % | VOTES AGAINST | % | VOTES TOTAL | % of ISC VOTED | VOTES WITHELD |
1. | To receive the annual accounts, the report of the directors, together with the reports of the auditors thereon | 852,345,555 | 99.76% | 2,043,869 | 0.24% | 854,389,424 | 83.54 | 610,214 |
2. | To approve the directors' remuneration report | 829,132,963 | 97.05% | 25,202,203 | 2.95% | 854,335,166 | 83.54 | 664,472 |
3. | To declare a final dividend of 10.3 US cents per ordinary share | 854,815,828 | 99.98% | 173,317 | 0.02% | 854,989,145 | 83.60 | 10,493 |
4. | To re-elect John Schwarz as a director of the Company | 830,338,628 | 97.12% | 24,661,010 | 2.88% | 854,999,638 | 83.60 | 0 |
5. | To re-elect Ondrej Vlcek as a director of the Company | 839,159,676 | 98.51% | 12,660,723 | 1.49% | 851,820,399 | 83.29 | 3,179,239 |
6. | To re-elect Philip Marshall as a director of the Company | 835,275,237 | 97.69% | 19,724,401 | 2.31% | 854,999,638 | 83.60 | 0 |
7. | To re-elect Pavel Baudiš as a director of the Company | 842,662,623 | 98.63% | 11,684,036 | 1.37% | 854,346,659 | 83.54 | 652,979 |
8. | To re-elect Eduard Kučera as a director of the Company | 842,662,623 | 98.63% | 11,684,036 | 1.37% | 854,346,659 | 83.54 | 652,979 |
9. | To re-elect Warren Finegold as a director of the Company | 840,754,670 | 98.35% | 14,109,395 | 1.65% | 854,864,065 | 83.59 | 135,573 |
10. | To re-elect Maggie Chan Jones as a director of the Company | 850,601,587 | 99.50% | 4,261,478 | 0.50% | 854,863,065 | 83.59 | 136,573 |
11. | To re-elect Ulf Claesson as a director of the Company | 839,564,577 | 98.41% | 13,589,390 | 1.59% | 853,153,967 | 83.42 | 1,845,671 |
12. | To re-elect Erwin Gunst as a director of the Company | 842,300,729 | 98.52% | 12,696,247 | 1.48% | 854,996,976 | 83.60 | 2,662 |
13. | To re-elect Tamara Minick-Scokalo as a director of the Company | 853,529,033 | 99.84% | 1,335,032 | 0.16% | 854,864,065 | 83.59 | 135,573 |
14. | To re-elect Belinda Richards as a director of the Company | 789,815,964 | 92.40% | 65,005,023 | 7.60% | 854,820,987 | 83.58 | 178,651 |
15. | To appoint Ernst & Young LLP as auditor | 854,976,165 | 100.00% | 22,501 | 0.00% | 854,998,666 | 83.60 | 972 |
16. | To authorise the directors to set the auditor's remuneration | 854,996,187 | 100.00% | 3,451 | 0.00% | 854,999,638 | 83.60 | 0 |
17. | To authorise the Company to make "political donations" and incur "political expenditure | 848,402,558 | 99.25% | 6,430,953 | 0.75% | 854,833,511 | 83.59 | 166,127 |
18. | To authorise the directors to allot shares | 802,169,434 | 93.82% | 52,829,204 | 6.18% | 854,998,638 | 83.60 | 1,000 |
19. | Authority to disapply pre-emption rights without restriction as to use | 844,229,676 | 99.85% | 1,277,028 | 0.15% | 845,506,704 | 82.67 | 9,492,934 |
20. | Authority to disapply pre-emption rights in connection with an acquisition or capital investment | 845,427,222 | 99.99% | 80,482 | 0.01% | 845,507,704 | 82.67 | 9,491,934 |
21. | To authorise the Company to purchase its own shares | 851,222,044 | 99.59% | 3,488,953 | 0.41% | 854,710,997 | 83.57 | 288,641 |
22. | To authorise the Company to call a general meeting (other than an annual general meeting) on not less than 14 clear days' notice | 835,825,289 | 97.76% | 19,174,349 | 2.24% | 854,999,638 | 83.60 | 0 |
As set out in the Notice of AGM, the Company also announces, in respect of resolutions 4, 9, 10, 11, 12, 13 and 14, the result of the vote of the independent shareholders as follows:
NO. | RESOLUTION | VOTES FOR | % | VOTES AGAINST | % | VOTES TOTAL | % of ISC VOTED | VOTES WITHELD |
4. | To re-elect John Schwarz as a director of the Company | 472,586,565 | 95.04% | 24,661,010 | 4.96% | 497,247,575 | 74.78 | 0 |
9. | To re-elect Warren Finegold as a director of the Company | 483,002,607 | 97.16% | 14,109,395 | 2.84% | 497,112,002 | 74.76 | 135,573 |
10. | To re-elect Maggie Chan Jones as a director of the Company | 492,849,524 | 99.14% | 4,261,478 | 0.86% | 497,111,002 | 74.76 | 136,573 |
11. | To re-elect Ulf Claesson as a director of the Company | 481,812,514 | 97.26% | 13,589,390 | 2.74% | 495,401,904 | 74.50 | 1,845,671 |
12. | To re-elect Erwin Gunst as a director of the Company | 484,548,666 | 97.45% | 12,696,247 | 2.55% | 497,244,913 | 74.78 | 2,662 |
13.
| To re-elect Tamara Minick-Scokalo as a director of the Company | 495,776,970 | 99.73% | 1,335,032 | 0.27% | 497,112,002 | 74.76 | 135,573 |
14. | To re-elect Belinda Richards as a director of the Company | 432,063,901 | 86.92% | 65,005,023 | 13.08% | 497,068,924 | 74.75 | 178,651 |
Votes "for" include proxy appointments which gave discretion to the Chairman of the AGM. A "vote withheld" is not a vote under English law and is therefore not included in the calculation of votes "for"
and "against" a resolution.
As at 6.30 p.m. on 19 May 2020, being the time at which a person had to be registered in the Company's register of members in order to attend and vote at the AGM, the number of ordinary shares of the Company in issue was 1,022,697,394. In accordance with the Company's Articles of Association, on a poll every member present in person or by proxy has one vote for every share held.
In accordance with Listing Rule 9.6.2, copies of the resolutions passed as special business at the AGM will shortly be available for inspection on the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
A copy of the voting results shown above will also be made available on the Company's website at https://investors.avast.com/.
Following the declaration of the final dividend by shareholders at the AGM today, a dividend of 10.3 US cents per ordinary share in the Company for the financial year ended 31 December 2019 will be paid on 24 June 2020 to those shareholders registered at the close of business on 22 May 2020.
Alan Rassaby E: secretariat@avast.comCompany SecretaryAvast plcLEI Number: 213800IR8G8LC2H4BO27
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