Issued on behalf of Flowtech Fluidpower plc
Wednesday, 1 June 2022
FLOWTECH FLUIDPOWER PLC
ANNUAL GENERAL MEETING - RESULTS OF VOTING
and
TOTAL VOTING RIGHTS
Flowtech Fluidpower plc ('the Company') held its Annual General Meeting (AGM) at 10am today at the Company's Registered Office, and as a view-only virtual event via the Investor Meet Company platform (IMC). All Resolutions as previously set out in the Notice of Meeting dated 5 May 2022, were duly passed.
The Company recognises that a large proportion of the votes were cast against Resolution 11. The Board takes seriously its responsibilities to maintain a healthy dialogue with shareholders and will engage with them to better understand their views.
The AGM was compliant with legal requirements for the AGM in accordance with the Company's Articles of Association. It had the necessary quorum present and was purely functional and comprised only of the formal votes for each Resolution.
Shareholders were able to submit any questions regarding the business prior to the AGM via the Company website as detailed in the Notice of Meeting (NOM) dated 5 May 2022. No questions relating to the Resolutions were submitted ahead of the AGM by shareholders either via the Company investor website or the viewing platform Investor Meet Company (IMC) during or after the conclusion of the formal business.
The table below shows the proxy position of all Resolutions:
| RESOLUTIONS | FOR (including Discretion) | AGAINST
| WITHHELD
| ||
|
| No. of votes | % | No. of votes | % | No. of votes |
| Resolution 1 | 31,097,916 | 99.46% | 169,018 | 0.54% | 0 |
| Resolution 2 To approve a final dividend in respect of the year ended 31 December 2021 of 2.0p per ordinary share | 31,102,636 | 100% | 0 | 0 | 164,298 |
| Resolution 3 To reappoint Ailsa G Webb as a Director of the Company | 31,266,934 | 100% | 0 | 0 | |
| Resolution 4 To reappoint Jamie Brooke as a Director of the Company | 31,266,934 | 100% | 0 | 0 | |
| Resolution 5 To reappoint Russell Cash as a Director of the Company | 31,266,934 | 100% | 0 | 0 | |
| Resolution 6 To reappoint Bryce Brooks as a Director of the Company | 31,266,934 | 100% | 0 | 0 | |
| Resolution 7 To reappoint Nigel Richens as a Director of the Company | 25,391,840 | 81.21% | 5,875,094 | 18.79% | 0 |
| Resolution 8 To reappoint Roger McDowell as a Director of the Company | 31,090,282 | 99.44% | 176,652 | 0.56% | 0 |
| Resolution 9 To reappoint Grant Thornton UK LLP as Auditors of the Company | 31,248,069 | 99.94% | 18,865 | 0.06% | 0 |
| Resolution 10 To authorise the Directors to determine the remuneration of the Auditors | 31,266,934 | 100% | 0 | 0 | |
| Resolution 11 To authorise the Directors to allot relevant shares in the Company | 19,993,286 | 63.95% | 11,270,148 | 36.05% | 3,500 |
| Resolution 12 Disapplication of pre-emption rights Subject to the passing of resolution 11, to authorise the Directors to allot shares for cash without first offering them to existing Shareholders on a pro‑rata basis | 25,170,455 | 80.51% | 6,092,979 | 19.49% | 3,500 |
| Resolution 13 To authorise the Company to make market purchases in its own Shares (representing up to 10% of the issued share capital) | 31,243,709 | 99.94% | 19,725 | 0.06% | 3,500 |
Notes:
1. The 'for' vote includes those giving discretion to the Chairman
2. A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution
3. Ordinary shareholders are entitled to one vote per share held
4. The Annual Report and Financial Statements for the period ended 31 December 2021, together with the NOM, are available to view on the Company's website www.flowtechfluidpowerplc.com
5. This announcement will be available on the Company's investor website within: https://www.flowtechfluidpower.com/investors/regulatory-news
DIVIDEND
Following the approval by Shareholders a dividend of 2.0p per ordinary share in respect of 2021 will be paid on 22 July 2022 to Members on the Register as at 1 July 2022, with an ex-dividend date of 30 June 2022.
TOTAL VOTING RIGHTS (TVR)
For the purposes of the Financial Conduct Authority's ("FCA") Disclosure and Transparency Rules, at today's date, 1 June 2022, there were 61,492,673 Flowtech Fluidpower plc ordinary shares of £0.50 each in issue. The Company does not hold any Ordinary Shares in Treasury. Therefore, the total number of Ordinary Shares carrying voting rights in the Company is 61,492,673. Shareholders may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the FCA's Disclosure and Transparency Rules.
| ENQUIRIES: |
| FLOWTECH FLUIDPOWER PLC Bryce Brooks, Chief Executive Russell Cash, Chief Financial Officer Tel: +44 (0) 1695 52759 Email: info@flowtechfluidpower.com |
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| Liberum Capital Limited (Nominated adviser and Sole Broker) Richard Lindley / Ben Cryer / William Hall / Will King Tel: +44 (0) 20 3100 2000 |
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| TooleyStreet Communications (IR and media relations) Fiona Tooley Tel: +44 (0) 7785 703523 or email: fiona@tooleystreet.com |
| ABOUT FLOWTECH FLUIDPOWER PLC Founded as Flowtech in 1983, the Flowtech Fluidpower Group is a group of specialist fluid power businesses. Working in partnership with customers and suppliers, we deliver essential components, customer solutions and high-quality servicing support to keep global industry moving. The business joined the AIM market in 2014. Since the start of 2021, the Group has been operating under three distinct branded segments: with Flowtech and Fluidpower Group Solutions forming what was 'Components', and Fluidpower Group Services the remainder. To read more about the Group please visit www.flowtechfluidpower.com.
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| Segment: | What we do: | Locations: |
| Flowtech
| Supply of both hydraulic and pneumatic consumables, predominantly through distribution for maintenance and repair operations across all industry markets and supported by supply agreements direct to a broad range of original equipment manufacturers. Channels to market: E-commerce websites, customer white label e-commerce websites, catalogues, own and customer trade counters.
| Flowtechnology Benelux (Deventer) Flowtech - Skelmersdale, Leicester & Oldbury
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| Fluidpower Group Solutions | Supply specialist technical hydraulic components & systems predominantly into OEMs and end-user channels to all industry markets and supported by supply agreements direct to a broad range of manufacturer brands.
Channels to market: Engineering collaboration, e-commerce. | Primary Fluid Power Components (Skelmersdale) Nelson Hi-Power Hydraulics (Dublin, Dungannon, UK) HTL (Ludlow) Hi-Power Hydraulics (Cork, Dublin, Belfast ) Hydroflex (Brussels, Rotterdam and OudBeijerland) Hydraulic Equipment Supermarkets (Gloucester, Leeds) Derek Lane & Co (Newton Abbot, Devon) HES Tractec (Gloucester)
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| Fluidpower Group Services
| Bespoke design, manufacturing, commissioning, installation, and servicing of systems to manufacturers of specialised industrial and mobile hydraulic OEMs and additionally a wide range of industrial end users. Capital project-based revenue.
Channels to market: In-house design and build, combined with on-site installation, servicing and support.
| Primary Fluid Power Systems (Knowsley) Branch Hydraulic Systems and HES Automatec (Gloucester) HES Lubemec (Gloucester) HES Onsite (Leeds, Gloucester) Flow Connect (Gloucester) Orange County (Spennymoor)
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| All the Group's divisions have overlapping product sets, allowing procurement synergies to be maximised. The above segments are supported by a centralised back-office team based in Wilmslow, Cheshire. In total, the business employed 612 people during the year. For more information please visit, Our business | Flowtech Fluidpower plc | ||
Flowtech Fluidpower plc
Registered Office,
Bollin House, Bollin Walk
Wilmslow,
Cheshire, SK9 1DP
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