12th May 2022 12:37
ContourGlobal plc
("ContourGlobal" or "the Company")
Results of the Annual General Meeting
The Annual General Meeting (the "Meeting") of the Company was held on Thursday 12 May 2022 at 11.00 am (London time).
The Company is pleased to announce that, at the Meeting, all the ordinary and special resolutions set out in the Notice of the Annual General Meeting dated 11 April 2022 (the "Notice of AGM"), were passed by way of a poll. Resolutions 1 to 14 and 19 were passed as ordinary resolutions. Resolutions 15 to 18 were passed as special resolutions.
Full details of the poll results are set out below and will also be available on the Company's website www.contourglobal.com. In accordance with Listing Rule 9.6.2, copies of all resolutions other than those relating to ordinary business passed at the AGM will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
No | RESOLUTION | VOTESFOR | % OF TOTAL VOTES | VOTESAGAINST | % OF TOTAL VOTES | TOTAL VOTES | VOTESWITHHELD | |
1 | To receive the Directors' report and the accounts for the Company for the year ended 31 December 2021. | 611,518,721 | 99.84 | 1,000,433 | 0.16 | 612,519,154 | 156,130 | |
2 | To approve the Directors' Remuneration report for the year ended 31st December 2021. | 606,743,789 | 99.03 | 5,921,190 | 0.97 | 612,664,979 | 10,305 | |
3 | To re-elect Mr Craig A. Huff as a Director. | 488,795,082 | 79.78 | 123,869,838 | 20.22 | 612,664,920 | 10,364 | |
4 | To re-elect Mr Joseph C. Brandt as a Director. | 609,922,435 | 99.55 | 2,737,857 | 0.45 | 612,660,292 | 14,992 | |
5 | To re-elect Mr Stefan Schellinger as a Director. | 608,870,676 | 99.38 | 3,789,616 | 0.62 | 612,660,292 | 14,992 | |
6 | To re-elect Mr Gregg M. Zeitlin as a Director. | 608,499,631 | 99.32 | 4,164,301 | 0.68 | 612,663,932 | 11,352 | |
7 | To re-elect Mr Alejandro Santo Domingo as a Director. | 602,167,831 | 98.29 | 10,491,101 | 1.71 | 612,658,932 | 16,352 | |
8 | To re-elect Mr Ronald Trächsel as a Director. | All | 604,019,537 | 98.59 | 8,645,755 | 1.41 | 612,665,292 | 9,992 |
Independent | 135,830,113 | 94.02 | 8,645,755 | 5.98 | 144,475,868 | 9,992 | ||
9 | To re-elect Mr Daniel Camus as a Director. | All | 601,454,678 | 98.17 | 11,210,614 | 1.83 | 612,665,292 | 9,992 |
Independent | 133,265,254 | 92.24 | 11,210,614 | 7.76 | 144,475,868 | 9,992 | ||
10 | To re-elect Dr Alan Gillespie as a Director. | All | 605,390,194 | 98.81 | 7,273,738 | 1.19 | 612,663,932 | 11,352 |
Independent | 137,200,770 | 94.97 | 7,273,738 | 5.03 | 144,474,508 | 11,352 | ||
11 | To re-elect Ms Mariana Gheorghe as a Director. | All | 605,380,258 | 98.81 | 7,270,034 | 1.19 | 612,650,292 | 24,992 |
Independent | 137,190,834 | 94.97 | 7,270,034 | 5.03 | 144,460,868 | 24,992 | ||
12 | To re-appoint PwC LLP as auditors of the Company. | 611,042,790 | 99.73 | 1,625,875 | 0.27 | 612,668,665 | 6,619 | |
13 | To authorise the Audit & Risk Committee of the Company to fix the remuneration of the auditors. | 611,065,029 | 99.74 | 1,606,313 | 0.26 | 612,671,342 | 3,942 | |
14 | To authorise the Directors to allot shares. | 610,513,116 | 99.65 | 2,155,886 | 0.35 | 612,669,002 | 6,282 | |
15 | To authorise the Directors to disapply statutory pre-emption rights in respect of 5% of the Company's issued share capital. | 612,590,258 | 99.99 | 82,384 | 0.01 | 612,672,642 | 2,642 | |
16 | To authorise the Directors to disapply statutory pre-emption rights in respect of an additional 5% of the Company's issued share capital. | 611,040,258 | 99.73 | 1,632,384 | 0.27 | 612,672,642 | 2,642 | |
17 | To authorise the Company to buy back shares. | 608,680,877 | 99.35 | 3,965,322 | 0.65 | 612,646,199 | 29,085 | |
18 | To authorise the Directors to call a general meeting other than an annual general meeting on not less than 14 clear days' notice. | 609,998,976 | 99.56 | 2,673,113 | 0.44 | 612,672,089 | 3,195 | |
19 | To authorise the Company to make political donations. | 611,899,097 | 99.87 | 765,928 | 0.13 | 612,665,025 | 10,259 | |
The Board of ContourGlobal notes that more than 20% of votes were cast against the resolution to re-elect Mr Craig A. Huff, the Chairman, as a Director. The Board acknowledges that certain votes against this resolution were based on the current level of gender diversity on the Board, as well as a request for greater transparency on succession planning. The Board is grateful for the time and feedback provided by shareholders on these matters and will continue to engage with shareholders in relation to them. In accordance with the UK Corporate Governance Code, the Company will publish an update on ongoing engagement within six months of the AGM.
Notes:
1. Any proxy arrangement which gave discretion to the Chairman has been included in the "for" totals.
2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution.
3. The total number of ordinary shares in issue (excluding treasury shares) as at 6.30pm on 10 May 2022 was 670,712,920 (the "Share Capital"). The Company holds 14,999,505 shares in treasury. Shareholders are entitled to one vote per Ordinary Share held.
LDC Nominee Secretary Limited
Company Secretary
12 May 2022
Related Shares:
GLO.L