James Fisher and Sons plc
(the "Company")
Results of Annual General Meeting ("AGM")
14 June 2023
The Company is pleased to announce that all the resolutions proposed at the AGM held on 14 June 2023 were duly passed. A breakdown of proxy votes lodged prior to the AGM and the result of the Poll is set out below.
|
| VOTES | % | VOTES | % | Total votes cast (excluding withheld) | VOTES |
| Resolution 1 To receive the Annual Report and Accounts for the year ended 31 December 2022. | 34,449,387 | 99.98 | 6,764 | 0.02 | 34,456,151 | 480,477 |
| Resolution 2 To approve the Directors' Remuneration Report for the year ended 31 December 2022. | 32,777,381 | 95.46 | 1,557,653 | 4.54 | 34,335,034 | 601,594 |
| Resolution 3 To elect Mr J B Vernet as a Director of the Company. | 34,925,917 | 99.97 | 9,010 | 0.03 | 34,934,927 | 1,751 |
| Resolution 4 To re-elect Mr A G Cockburn as a Director of the Company. | 34,110,455 | 99.00 | 345,535 | 1.00 | 34,455,990 | 480,688 |
| Resolution 5 To re-elect Mr D Kennedy as a Director of the Company. | 34,838,523 | 99.72 | 96,404 | 0.28 | 34,934,927 | 1,751 |
| Resolution 6 To re-elect Ms A I Comiskey as a Director of the Company. | 33,199,751 | 95.03 | 1,736,462 | 4.97 | 34,936,213 | 465 |
| Resolution 7 To re-elect Mr J R Atkinson as a Director of the Company. | 34,668,266 | 99.23 | 268,161 | 0.77 | 34,936,427 | 251 |
| Resolution 8 To re-elect Dr I Braunschmidt as a Director of the Company. | 34,665,367 | 99.22 | 271,060 | 0.78 | 34,936,427 | 251 |
| Resolution 9 To re-elect Ms C L Hawkings as a Director of the Company. | 34,631,020 | 99.13 | 305,407 | 0.87 | 34,936,427 | 251 |
| Resolution 10 To re-elect Mr K P Pandya as a Director of the Company. | 34,630,036 | 99.13 | 304,677 | 0.87 | 34,934,713 | 1,965 |
| Resolution 11 To re-appoint KPMG LLP as auditor of the Company to hold office until the conclusion of the next AGM of the Company. | 34,434,569 | 98.56 | 501,858 | 1.44 | 34,936,427 | 251 |
| Resolution 12 To authorise the Audit Committee to determine the auditor's remuneration. | 34,916,564 | 99.95 | 17,763 | 0.05 | 34,934,327 | 2,351 |
| Resolution 13 That the Directors are authorised to allot shares and to grant rights to subscribe for or convert any security into shares in the Company. | 30,843,127 | 88.28 | 4,093,300 | 11.72 | 34,936,427 | 251 |
| Resolution 14 That, subject to Resolution 13, the Directors be empowered to allot equity securities for cash as if section 561(1) of the Act did not apply. | 33,390,888 | 95.60 | 1,536,975 | 4.40 | 34,927,863 | 1,115 |
| Resolution 15 That, subject to Resolution 13 and in addition to 14, the Directors be empowered to allot equity securities for cash as if section 561 did not apply. | 32,870,623 | 94.11 | 2,057,240 | 5.89 | 34,927,863 | 1,115 |
| Resolution 16 That the Company be authorised to make market purchases of ordinary shares of 0.25 GBP each in the capital of the Company. | 34,340,960 | 98.32 | 587,567 | 1.68 | 34,928,527 | 451 |
| Resolution 17 That any general meeting (other than an AGM) may be called on not less than 14 clear days' notice. | 34,802,921 | 99.66 | 119,059 | 0.34 | 34,921,980 | 6,998 |
* A vote Withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" and "Against" a resolution.
In accordance with Listing Rule 9.6.2, copies of resolutions that do not constitute ordinary business at an annual general meeting will shortly be available for inspection at the National Storage Mechanism which is located at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As at 12 June 2023 (being the latest date by which shareholders who wanted to vote at the Annual General Meeting must have been entered on the Company's Register of Members) the total number of voting rights in the Company was 50,395,519 ordinary shares, carrying one vote each, and 100,000 preference shares carrying one vote each. Therefore, the total voting rights in the Company are 50,495,519.
For further information, contact:
| James Fisher and Sons plc | Jean Vernet Duncan Kennedy | Chief Executive Officer Chief Financial Officer | 020 7614 9503 |
| FTI Consulting | Richard Mountain Susanne Yule | | 0203 727 1340 |
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