22nd May 2017 16:34
22 May 2017
Johnston Press plc
RESULTS OF 2017 ANNUAL GENERAL MEETING
The Company's Annual General Meeting was held today at the offices of Ashurst LLP, Broadwalk House, 5 Appold Street, London EC2A 2HA. All of the resolutions were passed on a poll. The table below shows the results of the poll vote for each resolution:
Resolution | VOTESFOR * | % | VOTESAGAINST | % | VOTESTOTAL | % of ISC VOTED ** | VOTESWITHHELD |
1 To receive the annual accounts of the Company and the reports of the directors for the financial period ended 31 December 2016, together with the reports of the auditors thereon | 71,804,518 | 100.00 | 623 | 0.00 | 71,805,141 | 67.12% | 1,401 |
2 To approve the Directors' Remuneration Policy as set out in the Annual Report and Accounts 2016 | 48,792,392 | 67.96 | 23,002,674 | 32.04 | 71,795,066 | 67.11% | 11,161 |
3 To approve the Annual Report on Directors' Remuneration for the financial period ended on 31 January 2016 as set out in the Annual Report and Accounts 2016 | 71,565,100 | 99.68 | 230,450 | 0.32 | 71,795,550 | 67.11% | 10,992 |
4 To re-elect Ms C Rhodes as a Director of the Company | 71,772,560 | 99.97 | 19,171 | 0.03 | 71,791,731 | 67.11% | 14,811 |
5 To re-elect Mr A Highfield as a Director of the Company | 71,765,194 | 99.96 | 27,418 | 0.04 | 71,792,612 | 67.11% | 13,920 |
6 To re-elect Mr D King as a Director of the Company | 71,773,578 | 99.97 | 18,905 | 0.03 | 71,792,483 | 67.11% | 14,059 |
7 To re-elect Mr K Aamot as a Director of the Company | 71,774,349 | 99.97 | 18,134 | 0.03 | 71,792,483 | 67.11% | 14,059 |
8 To elect Mr M Butterworth as a Director of the Company | 71,774,650 | 99.98 | 17,833 | 0.02 | 71,792,483 | 67.11% | 14,059 |
9 To re-appoint Deloitte LLP, Chartered Accountants and Registered Auditors, as auditors of the Company | 71,269,612 | 99.97 | 23,658 | 0.03 | 71,293,270 | 66.64% | 513,272 |
10 To authorise the Directors to fix the remuneration of the auditors | 71,800,153 | 99.99 | 6,108 | 0.01 | 71,806,261 | 67.12% | 281 |
11 To amend the rules of the Johnston Press 2007 Sharesave Plan | 71,751,806 | 99.94 | 39,891 | 0.06 | 71,791,697 | 67.11% | 14,845 |
12 To authorise the grant of PSP awards without performance conditions | 48,747,958 | 67.90 | 23,044,146 | 32.10 | 71,792,104 | 67.11% | 14,267 |
13 To renew for a further year the Directors' authority to allot equity securities in certain circumstances | 71,732,373 | 99.92 | 54,693 | 0.08 | 71,787,066 | 67.10% | 19,476 |
14 Special Resolution: to disapply pre-emption rights | 71,752,169 | 99.94 | 45,244 | 0.06 | 71,797,413 | 67.11% | 9,129 |
15 Special Resolution: to allot additional securities for cash | 71,673,887 | 99.83 | 123,000 | 0.17 | 71,796,887 | 67.11% | 9,655 |
16 Special Resolution: to authorise the Company to purchase its own shares | 71,759,540 | 99.94 | 42,750 | 0.06 | 71,802,290 | 67.12% | 4,252 |
17 Special Resolution: to call General Meetings, other than an Annual General Meeting, on not less than 14 clear days' notice | 71,738,887 | 99.91 | 67,099 | 0.09 | 71,805,986 | 67.12% | 556 |
The Board of the Company notes the significant proportion of the votes cast against resolutions 2 and 12. The Company will continue its ongoing dialogue with shareholders at the appropriate time in order to further understand the reasons behind the results of the votes on these resolutions (see Note 4, below).
* - including discretionary
** - issued share capital
Notes
1. The Company's issued share capital having the right to vote at the Annual General Meeting consists of 105,877,777 Ordinary Shares of 1 pence each, 756,000 Preference Shares of £1 each and 349,600 'A' Preference Shares of £1 each.
2. A 'Vote Withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
3. In accordance with the UK Listing Authority's Listing Rules, copies of resolutions 14 to 17 will shortly be available for inspection via the National Storage Mechanism (www.morningstar.co.uk/uk/NSM).
4. This statement is made in accordance with provision E.2.2 of the United Kingdom Corporate Governance Code (April 2016).
For more information contact:
Johnston Press plc
Peter McCall, Company Secretary
0131 311 7500
Powerscourt
Juliet Callaghan / John Elliott
0207 250 1446
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Johnston Press PLC