21 September 2022
Seraphine Group Plc
("Seraphine" or the "Company")
LEI: 254900CQ8TMKUDD0L296
Result of Annual General Meeting
Seraphine Group Plc, announces that at the Company's Annual General Meeting held today, all resolutions were passed on a poll and the results of the poll and proxy votes received are set out below.
Resolutions 1 to 13 (inclusive) were proposed as ordinary resolutions and resolutions 14 to 18 (inclusive) were proposed as special resolutions.
| | Resolution | Votes For* | % | Votes Against | % | Total votes validly cast | Total votes cast as % of issued share capital | Vote Withheld ** |
| 1 | Receive Annual Report and Accounts for year ended 3 April 2022 | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 2 | Approve Directors' Remuneration Report | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 3 | Approve Directors' Remuneration Policy | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 4 | Re-elect Sharon Flood as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 5 | Re-elect William Ronald as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 6 | Re-elect Sarah Highfield as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 7 | Re-elect David Williams as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 8 | Re-elect Lee Williams as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 9 | Re-elect Chelsey Oliver as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 10 | Re-elect Bertie Aykroyd as a director | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 11 | Re-appointment of PricewaterhouseCoopers LLP as Auditors | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 12 | To authorise the Audit Committee of the board of directors to determine the Auditors remuneration | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 13 | To authorise the Directors to allot shares under section 551 Companies Act 2006 | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 14 | To disapply statutory pre-emption rights under section 570 Companies Act 2006 | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 15 | To disapply statutory pre-emption rights under section 570 Companies Act 2006 (acquisition or specified capital investment) | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 16 | To permit general meetings to be called on 14 days' notice | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
| 17 | To authorise the Company to make market purchase of its own ordinary shares under section 701 Companies Act 2006 | 40,738,620 | 91.5% | 3,800,000 | 8.5% | 44,538,620 | 87.5% | 0 |
| 18 | To authorise the Company to reduce the share premium account by £40,000,000 | 44,538,620 | 100% | 0 | 0% | 44,538,620 | 87.5% | 0 |
* Includes discretionary votes
** A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.
Every shareholder has one vote for every Ordinary Share held. As at 20 September 2022, the share capital of the Company consisted of 50,902,011 Ordinary Shares with voting rights. The Company does not hold any shares in Treasury.
In accordance with Listing Rule 9.6.2 copies of all the resolutions passed, other than ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please contact:
| Seraphine Group plc David N Williams, CEO Lee Williams, CFO
| via Buchanan |
| Buchanan Communications Helen Tarbet Simon Compton Kim Looringh van Beeck
| +44 (0)20 7466 5000 +44 (0) 7872 604453 +44(0) 7979 497324 +44(0)7477 967446 Seraphine@buchanan.uk.com |
JTC (UK) Limited (Company Secretary) +44 (0)20 3893 1005
Susan Fadil SeraphineGroup@jtcgroup.com
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