14 May 2024
FDM Group (Holdings) plc
Result of AGM
The Board of Directors of FDM Group (Holdings) plc (the "Company" or "FDM") announces that, at the Company's 2024 Annual General Meeting held earlier today, all resolutions were duly passed on a show of hands.
In accordance with Listing Rule 9.6.2(R), a copy of the resolutions passed at the Annual General Meeting will be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As at the date of the meeting, there were 109,634,902 ordinary shares with voting rights in issue. The following proxies were received by the Company from shareholders prior to the meeting:
| RESOLUTION | FOR* | AGAINST | WITHHELD
| |||
| VOTES | % OF VOTES CAST**
| VOTES | % OF VOTES CAST** | VOTES | ||
| 1 | Receive the Company's Annual Report and Accounts for the year ended 31 December 2023 together with the reports of the Directors and shareholders.
| 96,798,666 | 99.99 | 24 | 0.01 | 1,239,973 |
| 2 | Approve the Directors' Remuneration Policy
| 94,914,220 | 96.81 | 3,123,822 | 3.19 | 621 |
| 3 | Approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 31 December 2023.
| 94,534,632 | 96.43 | 3,496,834 | 3.57 | 7,197 |
| 4 | Declare a final ordinary dividend for the year ended 31 December 2023 of 19.0 pence for each ordinary share in the capital of the Company.
| 98,038,019 | 99.99 | 24 | 0.01 | 620 |
| 5 | Approve the amendments to the rules of the FDM Performance Share Plan (as summarised in the Appendix to the Notice of AGM)
| 96,678,356 | 98.62 | 1,353,111 | 1.38 | 7,196 |
| 6 | Re-elect Andrew Brown as a Director of the Company.
| 97,803,412 | 99.76 | 232,932 | 0.24 | 2,319 |
| 7 | Re-elect Roderick Flavell as a Director of the Company.
| 97,802,591 | 99.76 | 233,753 | 0.24 | 2,319 |
| 8 | Re-elect Sheila Flavell as a Director of the Company.
| 97,802,591 | 99.76 | 235,452 | 0.24 | 620 |
| 9 | Re-elect Michael McLaren as a Director of the Company.
| 96,770,975 | 98.71 | 1,265,369 | 1.29 | 2,319 |
| 10 | Re-elect Alan Kinnear as a Director of the Company.
| 96,770,674 | 98.71 | 1,265,670 | 1.29 | 2,319 |
| 11 | Re-elect David Lister as a Director of the Company.
| 96,306,754 | 99.32 | 663,363 | 0.68 | 1,068,546 |
| 12 | Re-elect Rowena Murray as a Director of the Company, who was appointed by the Board of Directors of the Company since the last AGM
| 97,927,403 | 99.89 | 108,941 | 0.11 | 2,319 |
| 13 | Re-elect Jacqueline de Rojas as a Director of the Company
| 97,381,869 | 99.33 | 654,475 | 0.67 | 2,319 |
| 14 | Re-elect Michelle Senecal de Fonseca as a Director of the Company.
| 97,380,868 | 99.33 | 655,476 | 0.67 | 2,319 |
| 15 | Re-appoint PricewaterhouseCoopers LLP as the Company's auditors.
| 96,969,601 | 98.91 | 1,066,743 | 1.09 | 2,319 |
| 16 | Authorise the Directors to agree the remuneration of the auditors.
| 98,036,320 | 99.99 | 1,723 | 0.01 | 620 |
| 17 | Authorise the Directors to allot securities pursuant to section 551 of the Companies Act 2006 (the "Act").
| 97,219,989 | 99.17 | 816,355 | 0.83 | 2,319 |
| 18 | Special Resolution: Disapply pre-emption rights pursuant to section 570 of the Act.
| 93,136,734 | 95.00 | 4,899,610 | 5.00 | 2,319 |
| 19 | Special Resolution: Disapply pre-emption rights in additional limited circumstances.
| 88,143,020 | 89.91 | 9,893,324 | 10.09 | 2,319 |
| 20 | Special Resolution: Authorise the Company to make market purchases of its own shares pursuant to section 701 of the Act.
| 96,881,841 | 98.91 | 1,066,251 | 1.09 | 90,571 |
| 21 | Special Resolution: That a general meeting (other than an AGM) may be called on not less than 14 clear days' notice.
| 97,319,654 | 99.27 | 718,389 | 0.73 | 620 |
*Includes proxies giving the Chairman discretion as to how to vote
**Rounded to two decimal places. Excludes votes withheld
ends
For further information please contact:
| FDM Group (Holdings) plc | Mark Heather - Company Secretary | 0203 056 8240 |
| Nick Oborne | Financial Public Relations | 07850 127526 |
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