CWR.L
15 May 2025
Ceres Power Holdings plc ("Ceres", the "Company")
Result of Annual General Meeting
Horsham, UK: Ceres Power Holdings plc (CWR.L), a leading developer of clean energy technology, is pleased to announce that at the Annual General Meeting of shareholders held earlier today at RPC, Tower Bridge House, St Katharine's Way, London, E1W 1AA, all resolutions were duly passed.
The results of the poll vote on the resolutions put to the Annual General Meeting were as follows:
| Resolution | For | % | Against | % | Withheld | % | Total Votes | % | |
| 1 | REPORTS AND ACCOUNTS | 113,274,604 | 99.91% | 104,701 | 0.09% | 1,034,995 | 0.91% | 113,379,305 | 58.50% |
| 2 | RE-APPOINT AUDITOR | 113,360,577 | 99.88% | 141,770 | 0.12% | 911,953 | 0.80% | 113,502,347 | 58.57% |
| 3 | AUDITORS REMUNERATION | 114,257,806 | 99.89% | 129,782 | 0.11% | 26,712 | 0.02% | 114,387,588 | 59.02% |
| 4 | ELECT S PAYNTER | 114,245,901 | 99.89% | 126,530 | 0.11% | 39,964 | 0.03% | 114,372,431 | 59.02% |
| 5 | RE-ELECT K M BOMBA | 113,765,672 | 99.47% | 603,097 | 0.53% | 43,626 | 0.04% | 114,368,769 | 59.01% |
| 6 | RE-ELECT T BORUM BOJSEN | 114,211,784 | 99.86% | 156,436 | 0.14% | 44,173 | 0.04% | 114,368,220 | 59.01% |
| 7 | RE-ELECT C A BROWN | 113,967,281 | 99.65% | 397,824 | 0.35% | 47,288 | 0.04% | 114,365,105 | 59.01% |
| 8 | RE-ELECT W T BROWN | 109,022,693 | 95.33% | 5,342,592 | 4.67% | 47,108 | 0.04% | 114,365,285 | 59.01% |
| 9 | RE-ELECT P J CALDWELL | 114,237,049 | 99.88% | 133,307 | 0.12% | 42,037 | 0.04% | 114,370,356 | 59.02% |
| 10 | RE-ELECT W A FINEGOLD | 113,588,909 | 99.32% | 778,868 | 0.68% | 44,616 | 0.04% | 114,367,777 | 59.01% |
| 11 | RE-ELECT J E KING | 112,863,447 | 99.45% | 626,607 | 0.55% | 922,339 | 0.81% | 113,490,054 | 58.56% |
| 12 | RE-ELECT N SUN | 114,214,850 | 99.87% | 152,075 | 0.13% | 45,468 | 0.04% | 114,366,925 | 59.01% |
| 13 | ALLOT SHARES | 108,047,072 | 94.46% | 6,332,497 | 5.54% | 34,731 | 0.03% | 114,379,569 | 59.02% |
| 14 | REMUNERATION REPORT | 91,073,893 | 79.67% | 23,243,895 | 20.33% | 96,512 | 0.08% | 114,317,788 | 58.99% |
| 15 | POLITICAL DONATIONS | 112,599,108 | 99.25% | 847,333 | 0.75% | 967,859 | 0.85% | 113,446,441 | 58.54% |
| 16 | LONG TERM INCENTIVE PLAN | 112,855,846 | 98.69% | 1,501,741 | 1.31% | 56,713 | 0.05% | 114,357,587 | 59.01% |
| 17 | ALLOT EQUITY SECURITIES | 109,242,098 | 95.54% | 5,095,643 | 4.46% | 76,559 | 0.07% | 114,337,741 | 59.00% |
| 18 | ALLOT EQUITY SECURITIES 2 | 109,049,353 | 99.40% | 663,661 | 0.60% | 4,701,286 | 4.29% | 109,713,014 | 56.61% |
| 19 | CALL GENERAL MEETING | 112,870,763 | 98.71% | 1,479,674 | 1.29% | 63,863 | 0.06% | 114,350,437 | 59.01% |
NOTES:
1. Votes "For" include those votes giving discretion to the Chair.
2. 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.
3. The total number of shares in issue as at 10am BST on 15 May 2025 was 193,796,363 shares.
4. In accordance with Listing Rule 6.4.2 copies of the resolutions (other than those relating to ordinary business) will be submitted to the National Storage Mechanism and will shortly be available for inspection at: https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism
Directors' Remuneration Report Resolution - Shareholder Consultation
The Board notes the 20.33% of votes against Resolution 14, the advisory resolution to receive and approve Directors' Remuneration Report ("DRR") for the year ended 31 December 2024. In accordance with the UK Corporate Governance Code 2024, and further to the shareholder engagement reported upon in the DRR, in the coming months, the Company, acting through the Remuneration and Nomination Committee Chair, will seek to engage with shareholders who voted against this resolution to understand the reasons behind their voting, and will provide an update on that engagement and any actions taken in response within six months.
A final summary of the views heard during this shareholder engagement will be included in the Annual Report and Accounts for the year ending 31 December 2025, and the explanatory notes to the relevant resolution to be put to shareholders at the Company's annual general meeting in 2026 will reflect the outcomes of the consultation and any actions taken as appropriate.
For further information visit www.ceres.tech or contact:
| Ceres Power Holdings plc Dominic Murray (Company Secretary)
|
Tel: +44 (0)7526 196529
|
| MHP Group (PR Adviser) Reg Hoare/ James McFarlane
| Tel: +44 (0)7831 406117 Email: ceres@mhpgroup.com
|
About Ceres
Ceres is a leading developer of clean energy technology: fuel cells for power generation and electrolysers for the production of green hydrogen. Its asset-light, licensing model has seen it establish partnerships with some of the world's largest companies, such as Doosan, Delta, Denso, Shell, Weichai and Thermax. Ceres' solid oxide technology supports greater electrification of our energy systems and produces green hydrogen at high efficiencies as a route to decarbonise emissions-intensive industries such as steelmaking, ammonia and future fuels. Ceres is listed on the London Stock Exchange ("LSE") (LSE: CWR) and is classified by the LSE Green Economy Mark, which recognises listed companies that derive more than 50% of their activity from the green economy. Read more on our website www.ceres.tech or follow us on LinkedIn.
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