Result of AGM

12th May 2022 12:30

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 withheld
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: [email protected] 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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