25 April 2024
SThree plc
("SThree" or the "Company")
Results of Annual General Meeting and confirmation of Director changes
The Company announces the voting results of its Annual General Meeting held earlier today.
All resolutions put to the meeting were passed with the requisite majority by means of a poll. Resolutions 1 to 13 were each passed as Ordinary Resolutions (requiring a simple majority for them to be passed) and resolutions 14 to 16 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed).
The polling results for each resolution are set out below:
|
| Resolution | Votes For | % | Votes Against | % | Total votes | % of ISC Voted (1) | Votes Withheld (2) |
| 1 | To receive the Annual Report and Accounts for the year ended 30 November 2023. |
104,073,003
|
99.997%
|
3,111
|
0.003%
|
104,076,114
|
77.17%
|
2,238,564
|
| 2 | To declare a final dividend of 11.6 pence per ordinary share. | 106,303,699
| 99.995% | 5,701 | 0.005% | 106,309,400 | 78.82% | 5,278 |
| 3 | To approve the Directors' Remuneration Report for the year ended 30 November 2023, other than the part containing the directors' remuneration policy. | 104,609,500 | 98.412% | 1,687,691 | 1.588% | 106,297,191 | 78.81% | 17,487 |
| 4 | To re-elect James Bilefield as a Director of the Company. | 101,713,841 | 97.173% | 2,959,621 | 2.827% | 104,673,462 | 77.61% | 1,641,216 |
| 5 | To re-elect Timo Lehne as a Director of the Company. | 105,506,541 | 99.250% | 797,198 | 0.750% | 106,303,739 | 78.82% | 10,939 |
| 6 | To re-elect Andrew Beach as a Director of the Company. | 105,459,706 | 99.210% | 840,212 | 0.790% | 106,299,918 | 78.82% | 14,760 |
| 7 | To re-elect Denise Collis as a Director of the Company. | 105,035,886 | 98.819% | 1,255,584 | 1.181% | 106,291,470 | 78.81% | 23,208 |
| 8 | To re-elect Elaine O'Donnell as a Director of the Company. | 103,418,169 | 97.301% | 2,868,744 | 2.699% | 106,286,913 | 78.81% | 27,765 |
| 9 | To re-elect Imogen Joss as a Director of the Company | 105,003,959 | 98.794% | 1,282,248 | 1.206% | 106,286,207 | 78.80% | 28,471 |
| 10 | To appoint Ernst & Young LLP as Auditors of the Company. | 104,671,397 | 98.480% | 1,615,793 | 1.520% | 106,287,190 | 78.81% | 27,488 |
| 11 | To authorise the Audit & Risk Committee to determine the Auditor's remuneration. | 106,290,820 | 99.996% | 4,055 | 0.004% | 106,294,875 | 78.81% | 19,803 |
| 12 | To authorise the Company and its subsidiaries to make political donations and incur political expenditure. | 104,928,190 | 98.849% | 1,221,984 | 1.151% | 106,150,174 | 78.70% | 164,504 |
| 13 | To authorise the Directors to allot shares. | 89,879,804 | 85.812% | 14,860,583 | 14.188% | 104,740,387 | 77.66% | 1,574,291 |
| 14 | To authorise the Company to call general meetings on not less than 14 clear days' notice. | 105,007,961 | 98.812% | 1,262,962 | 1.188% | 106,270,923 | 78.79% | 43,755 |
| 15 | To disapply statutory pre-emption rights. | 106,229,784 | 99.997% | 3,105 | 0.003% | 106,232,889 | 78.77% | 81,789 |
| 16 | To authorise the Company to purchase its own Shares. | 104,618,521 | 98.562% | 1,525,879 | 1.438% | 106,144,400 | 78.70% | 170,278 |
Notes:
1. Based on total issued share capital of ordinary shares (as at 25 April 2024).
2. A vote withheld is not a vote in law and is not counted towards votes cast "For" or "Against" a resolution.
3. The total voting rights of the Company on 25 April 2024 were 134,872,529.
4. The 'For' vote includes those giving the Chairman discretion.
Further to our announcements on 8 December 2023 and 2 April 2024, SThree confirms that Sanjeevan Bala has been appointed as a non-executive director of the Company, Barrie Brien has stood down as a non-executive director with effect from the conclusion of the AGM.
National Storage Mechanism
In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will shortly be submitted to the FCA's National Storage Mechanism and will be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Enquiries:
| SThree plc | 020 7268 6000 |
| Timo Lehne, Chief Executive Officer Andrew Beach, Chief Financial Officer Kate Danson, Company Secretary | |
- Ends -
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