8th May 2017 16:55
Costain Group PLC
("Costain" or "the Group")
Results of 2017 AGM
At the Company's Annual General Meeting held on 08 May 2017 (the "AGM"), the resolutions set out in the Notice of Meeting, circulated to shareholders on 17 March 2017, were passed by the requisite majorities. Resolutions 1 to 12 were passed as ordinary resolutions and Resolutions 13 to 16 were passed as special resolutions.
As at 6.30pm on 04 May 2017, the number of issued shares in the Company was 104,365,867 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, the resolutions were put to the meeting on a poll in which every member present in person or by proxy had one vote for every share held.
The poll results, on which Equiniti, the Company's registrar, acted as scrutineer, are as follows:
RESOLUTION
| VOTES FOR | % of Votes Cast | VOTES AGAINST | % of Votes Cast | TOTAL VOTES CAST | % of Voting Capital | VOTES WITHHELD |
Resolution 1 Approve the 2016 Annual Report
| 62,502,735 | 100.00 | 2,470 | 0.00 | 62,505,205 | 59.89% | 84,377 |
Resolution 2 Approve the Directors' Remuneration Report
| 61,877,507 | 99.74 | 163,564 | 0.26 | 62,041,071 | 59.45% | 548,511 |
Resolution 3 Approve the Directors' Remuneration Policy
| 61,456,977 | 98.24 | 1,099,394 | 1.76 | 62,556,371 | 59.94% | 33,211 |
Resolution 4 Approve the 2016 Final Dividend
| 62,587,230 | 100.00 | 2,162 | 0.00 | 62,589,392 | 59.97% | 190 |
Resolution 5 Elect Dr Paul Golby
| 62,233,566 | 99.44 | 348,486 | 0.56 | 62,582,052 | 59.96% | 7,530 |
Resolution 6 Re-elect Mr James Morley
| 61,941,359 | 98.98 | 640,584 | 1.02 | 62,581,943 | 59.96% | 7,639 |
Resolution 7 Re-elect Ms Alison Wood
| 62,463,411 | 99.81 | 119,969 | 0.19 | 62,583,380 | 59.97% | 6,202 |
Resolution 8 Appoint PwC as auditors
| 62,482,319 | 99.95 | 33,934 | 0.05 | 62,516,253 | 59.90% | 73,329 |
Resolution 9 Authorise the auditors' remuneration
| 62,562,962 | 99.97 | 21,601 | 0.03 | 62,584,563 | 59.97% | 5,019 |
Resolution 10 Authorise the allotment of shares
| 62,352,333 | 99.63 | 231,640 | 0.37 | 62,583,973 | 59.97% | 5,609 |
Resolution 11 Authorise Borrowing Powers
| 62,557,539 | 99.96 | 25,820 | 0.04 | 62,583,359 | 59.97% | 6,223 |
Resolution 12 Authorise Political Donations
| 57,830,621 | 92.50 | 4,691,687 | 7.50 | 62,522,308 | 59.91% | 67,274 |
Resolution 13 Approve disapplication of pre-emption rights (general)
| 61,472,083 | 98.32 | 1,052,766 | 1.68 | 62,524,849 | 59.91% | 64,733 |
Resolution 14 Approve disapplication of pre-emption rights (acquisition or capital investment)
| 61,809,593 | 98.86 | 713,256 | 1.14 | 62,522,849 | 59.91% | 66,733 |
Resolution 15 Approve purchase of own shares
| 61,986,871 | 99.07 | 582,440 | 0.93 | 62,569,311 | 59.95% | 20,271 |
Resolution 16 Approve holding of General Meetings on 14 days' notice
| 61,476,809 | 98.24 | 1,104,337 | 1.76 | 62,581,146 | 59.96% | 8,436 |
Notes:
1. There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM.
2. Percentages are expressed as a proportion of the total votes cast (which does not include votes withheld).
3. A vote withheld is not a vote in law and is not included in the calculation of the votes 'For' or 'Against' the resolutions, nor the total votes cast.
4. Any proxy appointments which gave discretion to the Chairman have been included in the 'For' totals.
In accordance with Listing Rule 9.6.2R, copies of all resolutions passed at the AGM today, other than those concerning ordinary business, will be submitted to the National Storage Mechanism, where they will be available for inspection at www.morningstar.co.uk/uk/nsm.aspx. In addition, copies of these resolutions will also be filed with Companies House.
The results of the 2017 AGM will be available to view on the Company's website at www.Costain.com.
08 May 2017
ENQUIRIES:
Costain Group PLC | Tel: 01628 842 444 |
Tracey Wood Company Secretary |
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Instinctif Partners | Tel: 020 7457 2020 |
Mark Garraway |
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Costain