RNS Number : 0497A
Diploma PLC
17 January 2024



10-11 CHARTERHOUSE SQUARE, LONDON EC1M 6EE

TELEPHONE: +44 (0)20 7549 5700

FACSIMILE: +44 (0)20 7549 5715

FOR IMMEDIATE RELEASE

17 JANUARY 2024

RESULT OF ANNUAL GENERAL MEETING ("AGM")

All of the resolutions put to shareholders at the AGM of Diploma PLC ("Diploma" or the "Company"") held today, were passed by poll votes. The full text of each resolution is contained in the Notice of Annual General Meeting, which is available on the Company's website. The results of the AGM have now been published on the Company's website at https://www.diplomaplc.com/investors/shareholder-centre/

The results of the poll incorporating proxy votes lodged in advance of the meeting are set out below (rounded to 2 decimal places).

Summary of Votes Cast

Resolution

Description

For

%

Against

%

Withheld









1

REPORT AND ACCOUNTS

109,791,268

99.86%

149,897

0.14%


191,241

2

FINAL DIVIDEND OF 40.0p

110,106,900

99.98%

25,203

0.02%


303

3

RE-ELECT D.LOWDEN

89,602,546

82.43%

19,100,237

17.57%


1,429,623

4

RE-ELECT JD THOMSON

110,120,595

99.99%

8,089

0.01%


3,722

5

RE-ELECT C.DAVIES

109,709,969

99.62%

418,746

0.38%


3,691

6

RE-ELECT AP SMITH

106,711,904

97.29%

2,972,248

2.71%


448,254

7

RE-ELECT A.THORBURN

105,164,360

95.49%

4,964,322

4.51%


3,724

8

ELECT J.WARD

109,948,013

99.84%

180,671

0.16%


3,722

9

RE-ELECT G.HUSE

107,384,550

97.51%

2,743,763

2.49%


4,093

10

RE-ELECT D.FINCH

107,482,864

97.60%

2,645,074

2.40%


4,468

11

RE-APPOINT AUDITOR

109,948,957

99.84%

176,199

0.16%


7,250

12

REMUNERATION OF AUDITORS

110,123,824

100.00%

4,447

0.00%


4,135

13

REMUNERATION REPORT

103,761,729

94.22%

6,365,795

5.78%


4,882

14

AUTHORITY TO ALLOT SHARES

104,873,867

95.23%

5,254,954

4.77%


3,585

15 (SR)

DISAPPLICATION OF PRE-EMPTION RIGHTS

108,953,871

99.20%

874,159

0.80%


304,376

16 (SR)

FURTHER DISAPPLICATION OF PRE-EMPTION RIGHTS

108,007,226

98.34%

1,820,704

1.66%


304,476

17 (SR)

AUTHORITY TO MAKE MARKET PURCHASES OF ORDINARY SHARES

109,513,523

99.85%

159,814

0.15%


459,069

18 (SR)

DIVIDEND RATIFICATION

109,919,065

100.00%

3,397

0.00%


36,697

19 (SR)

CALL GENERAL MEETINGS

105,602,091

95.89%

4,524,593

4.11%


5,722


Notes:

1. A total of 110,123,824 votes were validly cast.

2. The Company's Issued Share Capital ("ISC") is 134,091,975 ordinary shares of 5p each and the proportion of the ISC represented by those votes validly cast is 82.13%.

3. A vote withheld is not a vote in law and is not counted.

In relation to Resolution 18, HMRC has confirmed that, as set out in Schedule 1 of the Notice of Annual General Meeting:

a. the full amount of the FY21 Interim Dividend will continue to be treated as a distribution for UK tax purposes, meaning such amount is deemed to have been paid for UK tax purposes as at the date of payment on 16 June 2021; and

b. the proposed release of claims against shareholders who were recipients of the Relevant Dividend (the "Recipient Shareholders") will not impact the tax treatment of the distribution for Recipient Shareholders who are UK tax resident.

If any UK resident shareholder has any doubts about his or her tax position, he or she should consult with an independent professional advisor.

In accordance with Listing Rule 9.6.1, a copy of the resolutions, other than those concerning 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

Terms used but not defined in this announcement have the meaning set out in the Notice of Annual General Meeting.

J Morrison

Group General Counsel & Company Secretary

Diploma PLC

For further information, please contact:

Diploma PLC -

+44 (0)20 7549 5700

John Morrison, Group General Counsel & Company Secretary



LEI:2138008OGI7VYG8FGR19

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