10 November 2023
DFS Furniture PLC
RESULTS OF ANNUAL GENERAL MEETING
DFS Furniture PLC (the "Company") announces that all of the resolutions set out in the notice of Annual General Meeting dated 10 November 2023 were duly passed at today's Annual General Meeting.
In accordance with the Listing Rule 9.6.2, a copy of all resolutions passed at the meeting (not relating to ordinary business) has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Board recognises the lower levels of support for resolution 3 to approve the Remuneration Report 70.5%. The Board is committed to maintaining the dialogue with shareholders in order to understand any ongoing concerns they may have around executive remuneration. This process will be led by the Chair of the Remuneration Committee, Gill Barr, who will meet with shareholders over the coming months to better understand their views ahead of a full remuneration policy review later in the year.
The Board is committed to ensuring a rigorous and transparent remuneration approach which is fully aligned with both our stakeholders and best practice.
In accordance with the UK Corporate Governance Code we will provide an update on progress within the next six months.
Details of the votes cast were as follows:
| | Resolution | For (including discretionary) | % | Against | % | Total | % of ISC voted | Withheld* |
| 1. | Receive and adopt the 2023 Annual Report and Accounts | 213,396,641 | 100.00 | 0 | 0.00 | 213,396,641 | 91.14% | 1,800 |
| 2. | Declare final dividend of 3.0 pence per ordinary share | 213,398,441 | 100.00 | 0 | 0.00 | 213,398,441 | 91.14% | 0 |
| 3. | Approve the Directors' Remuneration Report | 150,434,822 | 70.50 | 62,961,819 | 29.50 | 213,396,641 | 91.14% | 1,800 |
| 4. | Re-Elect Tim Stacey | 213,385,955 | 99.99 | 12,454 | 0.01 | 213,398,409 | 91.14% | 32 |
| 5. | Elect John Fallon | 213,389,663 | 100.00 | 8,746 | 0.00 | 213,398,409 | 91.14% | 32 |
| 6. | Re-elect Alison Hutchinson | 210,397,903 | 98.59 | 3,000,506 | 1.41 | 213,398,409 | 91.14% | 32 |
| 7. | Re-Elect Jo Boydell | 210,397,494 | 98.59 | 3,000,915 | 1.41 | 213,398,409 | 91.14% | 32 |
| 8. | Re-Elect Steve Johnson | 210,397,523 | 98.59 | 3,000,886 | 1.41 | 213,398,409 | 91.14% | 32 |
| 9. | Re-elect Loraine Martins | 210,407,464 | 98.60 | 2,990,945 | 1.40 | 213,398,409 | 91.14% | 32 |
| 10. | Elect Gill Barr | 191,437,213 | 89.71 | 21,961,196 | 10.29 | 213,398,409 | 91.14% | 32 |
| 11 | Re-appoint KPMG LLP as auditor | 213,380,113 | 99.99 | 18,295 | 0.01 | 213,398,408 | 91.14% | 33 |
| 12. | Authorise the Audit Committee to agree the auditor's remuneration | 213,381,677 | 99.99 | 16,731 | 0.01 | 213,398,408 | 91.14% | 33 |
| 13. | Directors' authority to allot shares | 213,374,969 | 99.99 | 23,440 | 0.01 | 213,398,409 | 91.14% | 32 |
| 14. | General authority to dis-apply pre-emption right** | 213,387,287 | 99.99 | 11,122 | 0.01 | 213,398,409 | 91.14% | 32 |
| 15. | Limited authority to dis-apply pre-emption right for the purposes of acquisitions or capital investments** | 213,387,287 | 99.99 | 11,122 | 0.01 | 213,398,409 | 91.14% | 32 |
| 16. | Authorise the Company to purchase its ordinary shares** | 213,387,957 | 100.00 | 10,452 | 0.00 | 213,398,409 | 91.14% | 32 |
| 17 | Authorise calling general meetings on not less than 14 clear days' notice** | 213,151,454 | 99.88 | 246,955 | 0.12 | 213,398,409 | 91.14% | 32 |
* A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" a resolution.
** Indicates special resolutions requiring a 75% majority.
In accordance with 9.6.2 (R) of the Listing Rules, copies of the resolutions passed at the AGM, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
A copy of the Annual General Meeting results will be available on the DFS corporate website https://www.dfscorporate.co.uk/
Enquiries:
DFS
Liz McDonald (Group Company Secretary)
About DFS Furniture plc
The Group is the clear market-leading retailer of living room furniture in the United Kingdom. Our Group purpose is to bring great design and comfort into every living room, in an affordable, responsible and sustainable manner. We operate an integrated physical and digital retail network of living room furniture showrooms and web sites in the United Kingdom and the Republic of Ireland, trading through our leading brands, DFS and Sofology. We attract customers through our targeted and national marketing activities and our reputation for high quality products and service, breadth of product offer and favourable consumer financing options. We fulfil orders for our exclusive product ranges through our own UK finished goods factories, and through manufacturing partners located in the UK, Europe and Far East, and delivered with care through our expert final-mile delivery service "The Sofa Delivery Company Limited".
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