Ricardo plc
Result of AGM
17th November 2023
Ricardo plc - Results of Annual General Meeting
Ricardo plc announces that all resolutions proposed at its Annual General Meeting held on 16th November 2023 at 10.00am were duly passed.
Results of the Poll taken, are set out below:
A vote withheld is not a vote in law and is not counted in the calculation of proportion of votes "For" or "Against" a resolution.
| | | | | | | Issued Share Capital: | 62,218,280 | |
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| VOTES | % | VOTES AGAINST | % | VOTES | % of ISC VOTED | WITHHELD VOTES |
| 1 | To receive the Annual Report and Accounts | 48,906,373 | 99.99% | 2,670 | 0.01% | 48,909,043 | 78.61% | 11,027 |
| 2 | To approve final dividend | 48,774,061 | 100.00% | 1,670 | 0.00% | 48,775,731 | 78.39% | 144,339 |
| 3 | To re-appoint Auditors | 48,765,764 | 99.98% | 8,768 | 0.02% | 48,774,532 | 78.39% | 145,538 |
| 4 | To fix Auditor's Remuneration | 48,909,899 | 99.99% | 6,168 | 0.01% | 48,916,067 | 78.62% | 4,003 |
| 5 | To re-elect Judith Cottrell as a Director | 48,769,278 | 99.99% | 3,670 | 0.01% | 48,772,948 | 78.39% | 147,122 |
| 6 | To re-elect Graham Ritchie as a Director | 47,096,300 | 96.56% | 1,675,580 | 3.44% | 48,771,880 | 78.39% | 148,190 |
| 7 | To re-elect Mark Clare as a Director | 46,448,293 | 95.23% | 2,324,655 | 4.77% | 48,772,948 | 78.39% | 147,122 |
| 8 | To re-elect Laurie Bowen as a Director | 48,398,539 | 99.24% | 371,346 | 0.76% | 48,769,885 | 78.39% | 150,185 |
| 9 | To re-elect Jack Boyer as a Director | 48,398,539 | 99.24% | 371,346 | 0.76% | 48,769,885 | 78.39% | 150,185 |
| 10 | To re-elect Russell King as a Director | 39,624,250 | 81.24% | 9,148,135 | 18.76% | 48,772,385 | 78.39% | 147,685 |
| 11 | To re-elect Malin Persson as a Director | 38,463,842 | 78.87% | 10,306,043 | 21.13% | 48,769,885 | 78.39% | 150,185 |
| 12 | To re-elect William Spencer as a Director | 48,396,749 | 99.23% | 373,136 | 0.77% | 48,769,885 | 78.39% | 150,185 |
| 13 | To approve the directors' remuneration report | 47,457,971 | 97.31% | 1,312,134 | 2.69% | 48,770,105 | 78.39% | 149,965 |
| 14 | To approve the directors' remuneration policy | 37,722,908 | 77.12% | 11,191,768 | 22.88% | 48,914,676 | 78.62% | 5,394 |
| 15 | To approve the amendments to the rules of the Ricardo plc 2020 Long Term Incentive Plan | 39,017,912 | 79.77% | 9,896,839 | 20.23% | 48,914,751 | 78.62% | 5,319 |
| 16 | To renew the authority to allot the relevant securities | 48,763,010 | 99.98% | 11,374 | 0.02% | 48,774,384 | 78.39% | 145,686 |
| 17 | To display Pre-Emption Provisions | 48,622,300 | 99.40% | 294,903 | 0.60% | 48,917,203 | 78.62% | 2,867 |
| 18 | To Authorise Company to Purchase own Shares | 48,132,611 | 99.98% | 9,539 | 0.02% | 48,142,150 | 77.38% | 777,920 |
| 19 | To Convene Meetings on 14 days' notice | 48,740,086 | 99.64% | 178,064 | 0.36% | 48,918,150 | 78.62% | 1,920 |
The total number of ordinary shares in issue as at 16th November 2023 was 62,218,280, of these 48,920,070 including votes withheld (78.63%) were voted.
The Board acknowledges that 21.13% of the votes cast in respect of Resolution 11, (to re-elect Malin Persson as an Director of the Company), 22.88% of the votes cast in respect of Resolution 14, (to approve the Directors' Remuneration Policy) and 20.23% of the votes cast in respect of Resolution 15 (to amend the Long-Term Incentive Plan) were against the Resolutions.
With respect to Resolution 14 and 15 the Board recommended the new Policy to shareholders as it reinforces the five-year strategic plan of the Company.
The Company will reach out to the shareholders who voted against the Resolution(s) to further understand their position.
In accordance with Listing Rule 9.6.2R, a copy of the resolutions, other than those concerning ordinary business, passed by the Company at the AGM held on 16th November 2023 has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
A copy of the voting results shown above will also be made available on the Company's website at www.ricardo.com/en/investors/shareholder-centre/agm
The Ricardo plc LEI number is 213800ZNYAY35F4XB814
For further information contact: Harpreet Sagoo, General Counsel and Company Secretary, at Harpreet.Sagoo@ricardo.com
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