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Results of Annual General Meeting
06 May 2021
At the Annual General Meeting of the Company held on 6 May 2021, all resolutions put to shareholders were duly passed on a poll with the required majorities. The full text of each resolution is contained in the Notice of Annual General Meeting. Resolutions 1 to 15 were passed as ordinary resolutions. Resolutions 16 to 18 were passed as special resolutions.
The AGM was convened with the requisite quorum of at least two shareholders (or their corporate representatives or proxies). The AGM comprised only the formal business as set out in the Notice of AGM (dated 17 March 2021).
All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting. The total number of ordinary shares in issue (excluding shares held in treasury) at the close of business on 5 May 2021 was 597,296,306.
The final votes received in respect of each resolution put to the meeting were as set out below:
| Votes for (including discretionary votes) | % Votes for | Votes against | % Votes against | Total number of votes validly cast | % of the Company’s issued share capital represented by votes validly cast | Votes withheld* | ||
| Ordinary Resolutions | ||||||||
| 1 | To receive and adopt the Annual Report & Accounts | 470,459,793 | 99.91% | 412,574 | 0.09% | 470,872,367 | 78.83% | 5,551,921 |
| 2 | To approve the Directors’ Remuneration Report | 454,168,793 | 95.36% | 22,107,554 | 4.64% | 476,276,347 | 79.74% | 147,941 |
| 3 | To declare a final dividend | 474,361,001 | 99.59% | 1,946,443 | 0.41% | 476,307,444 | 79.74% | 116,844 |
| 4 | To elect Paul Hayes | 475,440,706 | 99.83% | 831,737 | 0.17% | 476,272,443 | 79.74% | 151,845 |
| 5 | To re-elect Karen Caddick | 473,870,318 | 99.49% | 2,406,457 | 0.51% | 476,276,775 | 79.74% | 147,513 |
| 6 | To re-elect Andrew Cripps | 469,842,585 | 98.65% | 6,431,888 | 1.35% | 476,274,473 | 79.74% | 149,815 |
| 7 | To re-elect Geoff Drabble | 412,648,905 | 88.72% | 52,468,080 | 11.28% | 465,116,985 | 77.87% | 11,307,303 |
| 8 | To re-elect Louise Fowler | 474,581,427 | 99.64% | 1,695,192 | 0.36% | 476,276,619 | 79.74% | 147,669 |
| 9 | To re-elect Andrew Livingston | 476,253,103 | 100.00% | 22,584 | 0.00% | 476,275,687 | 79.74% | 148,601 |
| 10 | To re-elect Richard Pennycook | 455,963,538 | 99.03% | 4,448,350 | 0.97% | 460,411,888 | 77.08% | 16,012,400 |
| 11 | To re-elect Debbie White | 474,585,056 | 99.64% | 1,691,313 | 0.36% | 476,276,369 | 79.74% | 147,919 |
| 12 | To re-appoint Deloitte LLP as the Auditor | 468,371,170 | 98.34% | 7,917,760 | 1.66% | 476,288,930 | 79.74% | 135,358 |
| 13 | To authorise the Directors to determine the remuneration of the Auditor | 475,123,179 | 99.76% | 1,163,350 | 0.24% | 476,286,529 | 79.74% | 137,759 |
| 14 | To renew authority to make political donations | 464,088,858 | 97.54% | 11,710,431 | 2.46% | 475,799,289 | 79.66% | 624,999 |
| 15 | To renew the Directors' authority to allot shares | 452,239,291 | 94.93% | 24,147,676 | 5.07% | 476,386,967 | 79.76% | 37,321 |
| Special Resolutions | ||||||||
| 16 | To renew the Directors' authority for the disapplication of pre-emption rights | 472,929,790 | 99.98% | 90,445 | 0.02% | 473,020,235 | 79.19% | 3,404,053 |
| 17 | To renew the Directors' authority to make market purchases of the Company's own shares | 470,729,352 | 98.91% | 5,170,558 | 1.09% | 475,899,910 | 79.68% | 524,378 |
| 18 | To authorise general meetings to be held on 14 clear days' notice | 463,250,629 | 97.26% | 13,043,317 | 2.74% | 476,293,946 | 79.74% | 130,342 |
*A vote “withheld” is not a vote in law. Votes “withheld” were not counted in the calculation of the proportion of the votes for and against each of the resolutions.
Full details of the poll results will also be available on the Company’s website: www.howdenjoinerygroupplc.com/investors/shareholder/agm/
In accordance with the Listing Rules, a copy of the resolutions passed, other than ordinary business, will be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries
Forbes McNaughton, Company Secretary: +44 (0) 207 535 1137
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