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Results of AGM

22nd Jun 2026 13:31

RNS Number : 2563J
Synthomer PLC
22 June 2026
 

 

Synthomer plcResults of AGM

 

The Board of Synthomer plc (the 'Company') is pleased to announce that all the resolutions proposed at the Company's Annual General Meeting ('AGM') held earlier today were duly passed on a poll. The results of the poll are shown in the table below.

 

 

For + discretion

Against

Withheld

Number of votes

% of vote

Number of votes

% of vote

Number of votes

1

To receive and adopt the report of the Directors and audited financial statements for the year ended 31 December 2025

89,806,331

99.93

67,372

0.07

123,536

2

To approve the Directors' Remuneration Policy

85,871,624

95.55

4,000,910

4.45

124,705

3

To approve the Annual Report on Remuneration for the year ended 31 December 2025

87,779,111

97.65

2,107,886

2.35

110,242

4

To re-elect as a Director Peter Hill, CBE

86,460,441

97.63

2,095,207

2.37

1,441,591

5

To re-elect as a Director Michael Willome

88,337,845

98.28

1,545,581

1.72

113,813

6

To elect as a Director Iain Torrens

88,332,884

98.28

1,545,162

1.72

119,193

7

To re-elect as a Director Martina Flöel

89,051,586

99.09

816,991

0.91

128,662

8

To re-elect as a Director Uwe Halder

88,332,675

98.28

1,544,932

1.72

119,632

9

To re-elect as a Director Dato' Lee Hau Hian

86,380,626

96.11

3,493,782

3.89

122,831

10

To re-elect as a Director Holly Van Deursen

89,066,316

99.09

819,489

0.91

111,434

11

To elect as a Director Janet Ashdown

89,790,560

99.89

95,632

0.11

111,047

12

To elect as a Director Jonathan Silver

89,788,628

99.89

97,119

0.11

111,492

13

To re-appoint PricewaterhouseCoopers LLP as auditor of the Company to hold office until the conclusion of the next Annual General Meeting at which accounts are laid before the Company

81,908,067

91.04

8,063,269

8.96

25,903

14

To authorise the Audit Committee to determine the remuneration of the auditor

89,801,798

99.90

91,178

0.10

104,263

15

To renew the authority of the Directors to allot shares

88,589,424

98.56

1,294,313

1.44

113,502

16*

To authorise the Directors to disapply pre-emption rights

87,192,913

97.01

2,684,858

2.99

119,468

17*

To authorise the Directors to disapply pre-emption rights further for the purposes of financing an acquisition or other capital investment

88,455,031

98.41

1,430,712

1.59

111,496

18*

To give the Directors authority to purchase the Company's shares

89,809,079

99.92

67,540

0.08

120,620

19*

To permit that the holding of a general meeting, other than an Annual General Meeting, be called on not less than 14 clear days' notice

88,327,566

98.25

1,573,270

1.75

96,403

20

To approve the Company's new performance share plan

79,834,391

88.87

9,995,857

11.13

166,991

21

To approve the one-off retention arrangement for Michael Willome, Chief Executive Officer

65,315,884

73.83

23,153,454

26.17

1,527,901

*Special Resolutions

 

The Board notes that, although approved and duly passed with a substantial majority, Resolution 21 (one-off retention arrangement for CEO) received less than the 80% level identified in the UK Corporate Governance Code. The Board engaged with a number of its major shareholders in advance of proposing the resolution and, in accordance with the Code, will now offer to undertake further engagement with shareholders regarding their views. An update on these discussions will be provided within six months of today's AGM.

 

Votes 'For' and 'Against' are expressed as a percentage of votes received. A vote 'withheld' is not a vote in law and is not counted in the calculation of the votes 'For' and 'Against' a resolution. The Company's issued share capital as at close of business on 18 June 2026, which was the voting record date for the meeting, was 163,997,629 ordinary shares and the number of votes per share is one. None of the Company's ordinary shares are held in treasury.

 

In compliance with paragraph 9.6.2R of the Listing Rules, copies of resolutions relating to the special business passed at the Meeting will be submitted for filing at the National Storage Mechanism and will be available for inspection on their website at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

Legal Entity Identifier (LEI): 213800EHT3TI1KPQQJ56.

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