16th May 2012 12:59
Xchanging plc
Results of Annual General Meeting ("AGM") 2012
Xchanging plc (the "Company") confirms that resolutions 1 - 6 and 8 - 16 proposed at the AGM held on Wednesday 16 May 2012 at 34 Leadenhall Street, London EC3A 1AX and set out in the Notice of Meeting circulated to shareholders on 11 April 2012, were passed on a poll. Resolution 7 was not proposed. The full text of the resolutions is set out in the Notice of Meeting which is available on the Company's website at:
http://www.xchanging.com/investors/shareholder-services/agm-information
The results of the polls are shown below.
Resolution | Description | For | Against | Withheld |
1 | Receive Annual Accounts | 130,341,953 | 0 | 200 |
2 | Approve Remuneration Report | 98,134,681 | 32,204,771 | 2,701 |
3 | Re-appoint PricewaterhouseCoopers LLP as auditors | 129,661,589 | 293,032 | 387,532 |
4 | Authorise Board to fix auditor's remuneration | 129,956,344 | 385,809 | 0 |
5 | To re-elect Ken Lever as a Director | 130,072,622 | 207,681 | 61,850 |
6 | To re-elect Dennis Millard as a Director | 124,659,526 | 5,682,027 | 600 |
7 | To re-elect Pat O'Driscoll as a Director | Not proposed | ||
8 | To re-elect Michal Paulin as a Director | 130,095,848 | 245,705 | 600 |
9 | To elect David Bauernfeind as a Director | 130,134,272 | 207,681
| 200 |
10 | To elect Bill Thomas as a Director | 130,228,051 | 113,902 | 200 |
11 | To elect Geoff Unwin as a Director | 104,286,121 | 1,531,337 | 24,524,695 |
12 | Authority to make political donations | 130,196,613 | 144,840
| 700 |
13 | Authority to allot shares | 123,530,074 | 4,920,158 | 1,891,921 |
14 | Authority to allot equity securities | 130,334,551 | 5,802 | 1,800 |
15 | Authority to make Market Purchases of shares | 130,340,751 | 602 | 800 |
16 | General Meeting on 14 day's Notice | 128,076,287
| 2,265,466
| 400
|
Notes:
1. Any proxy votes which were at the discretion of the Chairman have been included in the "for" total.
2. A total of 130,241,953 votes were validly cast, including a total of 179 proxy votes.
3. The proportion of the Company's issued share capital represented by those votes validly cast is 54.36%.
4. A vote withheld is not a vote in law and is not counted.
These results will also be published on the Company's website at:
http://www.xchanging.com/investors/news-and-media/press-releases#regulatory-news
In accordance with UK Listing Rule 9.6.2, copies of all the resolutions passed, other than ordinary business, have been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.
Directorate Change
Following the RNS announcement made on 10 May 2012 announcing Pat O'Driscoll's intention to stand down at conclusion of the AGM, the company announces that Pat O'Driscoll has stood down as a Director of the Company with immediate effect.
Gary Whitaker
Company Secretary
Xchanging plc
16 May 2012
Related Shares:
XCH.L