TIDMAUTO
RNS Number : 9953M
Auto Trader Group plc
19 September 2019
Auto Trader Group plc Result of Annual General Meeting
Auto Trader Group plc (LSE: AUTO, "Auto Trader" or the
"Company"), the UK's largest digital automotive marketplace,
announces the results of the Company's Annual General Meeting
("AGM") held on 19 September 2019.
Each of the resolutions was voted on by way of a poll and the
result of each resolution is shown below. All resolutions were
passed.
The total number of shares on the register at 6pm on 17
September 2019, being those eligible to be voted on at the AGM, was
925,939,092 (excluding treasury shares).
% of
shares
on
register
at 6pm 17
Total votes September Votes
For* Against cast 2019 withheld***
No. of %** No. of %** No. of % No. of
Resolution votes votes votes votes
------------ -------- ----------- ------- ------------ ---------- ------------
1. To receive the Annual
Report and Accounts of the
Company for the financial
year ended 31 March 2019 789,163,748 99.99 96,444 0.01 789,260,192 85.24% 844,462
------------ -------- ----------- ------- ------------ ---------- ------------
2. To approve the
Directors'
Remuneration Report 754,803,958 95.56 35,075,821 4.44 789,879,779 85.31% 224,875
------------ -------- ----------- ------- ------------ ---------- ------------
3. To declare a final
dividend
of 4.6 pence per ordinary
share for the year ended
31 March 2019 789,881,728 100.00 1,379 0.00 789,883,107 85.31% 221,548
------------ -------- ----------- ------- ------------ ---------- ------------
4. To re-elect Ed Williams
as a Director 765,219,916 96.88 24,658,111 3.12 789,878,027 85.31% 226,627
------------ -------- ----------- ------- ------------ ---------- ------------
5. To re-elect Trevor
Mather
as a Director 772,754,316 97.83 17,122,338 2.17 789,876,654 85.31% 228,001
------------ -------- ----------- ------- ------------ ---------- ------------
6. To re-elect Nathan Coe
as a Director 771,437,506 97.67 18,441,896 2.33 789,879,402 85.31% 225,253
------------ -------- ----------- ------- ------------ ---------- --------------
7. To re-elect David Keens
as a Director 783,509,103 99.19 6,366,177 0.81 789,875,280 85.31% 229,375
------------ -------- ----------- ------- ------------ ---------- ------------
8. To re-elect Jill
Easterbrook
as a Director 756,862,205 95.82 33,013,074 4.18 789,875,279 85.31% 229,375
------------ -------- ----------- ------- ------------ ---------- ------------
9. To re-elect Jeni Mundy
as a Director 782,386,210 99.05 7,489,070 0.95 789,875,280 85.31% 229,375
------------ -------- ----------- ------- ------------ ---------- ------------
10. To elect Catherine
Faiers
as a Director 772,220,709 97.76 17,655,945 2.24 789,876,654 85.31% 228,001
------------ -------- ----------- ------- ------------ ---------- ------------
11. To re-appoint KPMG LLP
as auditors of the Company 789,741,522 100.00 1,452 0.00 789,742,974 85.29% 361,681
------------ -------- ----------- ------- ------------ ---------- ------------
12. To authorise the Board
to determine the auditors'
remuneration. 789,880,230 100.00 2,877 0.00 789,883,107 85.31% 221,548
------------ -------- ----------- ------- ------------ ---------- ------------
13. To authorise the
Directors
to allot shares. 712,893,031 90.25 76,987,328 9.75 789,880,359 85.31% 224,296
------------ -------- ----------- ------- ------------ ---------- ------------
14. To authorise the
partial
disapplication of
pre-emption
rights**** 789,637,889 99.97 239,595 0.03 789,877,484 85.31% 227,170
------------ -------- ----------- ------- ------------ ---------- ------------
15. To authorise the
partial
disapplication of
pre-emption
rights in connection with
an acquisition or
investment**** 726,040,340 91.92 63,837,144 8.08 789,877,484 85.31% 227,170
------------ -------- ----------- ------- ------------ ---------- ------------
16. To authorise the
Company
to purchase its own
shares**** 780,951,224 98.88 8,879,211 1.12 789,830,435 85.30% 274,219
------------ -------- ----------- ------- ------------ ---------- ------------
17. To authorise the
Company
to call general meetings
on not less than 14 clear
days' notice**** 733,038,965 93.28 52,784,248 6.72 785,823,213 84.87% 4,281,442
------------ -------- ----------- ------- ------------ ---------- ------------
NOTES:
* The "For" votes include those giving the Chairman
discretion.
** Votes "For" and "Against" are expressed as a percentage of
votes received.
***A vote "withheld" is not a vote in law and is not counted in
the calculation of the votes "For" or "Against" the resolution.
****Denotes Special Resolutions
As previously announced, the Company commenced a rolling
programme of share buy-backs on 15 June 2016 and, in reliance on
the approval of Resolution 16 at today's AGM, the Company announces
that it intends to continue with the share buy-back programme, the
purpose of which is to reduce its share capital. The Company's
shareholders have generally authorised the Company to make market
purchases of up to 92,936,538 of its ordinary shares, representing
10% of its ordinary shares (excluding treasury shares), subject to
minimum and maximum price restrictions. The share buy-back
programme will continue under the authority granted by the
Company's shareholders at today's AGM on an ongoing basis until the
expiry of the authority at the conclusion of the Company's 2020
AGM. The share buy-back programme will be conducted in accordance
with the Company's general authority to repurchase shares, Chapter
12 of the UKLA Listing Rules and relevant conditions for trading,
restrictions regarding time and volume, disclosure and reporting
obligations, and price conditions.
The full text of the resolutions can be found in the Notice of
Annual of General Meeting, which is available for inspection at the
National Storage Mechanism http://www.hemscott.com/nsm.do and also
on the Company's website at https://plc.autotrader.co.uk
A copy of the resolutions passed under special business (as
defined by the listing rules of the UK Listing Authority) will
shortly be submitted to the National Storage Mechanism for
inspection at http://www.hemscott.com/nsm.do
Claire Baty
Company Secretary
About Auto Trader
Auto Trader Group plc is the UK and Ireland's largest digital
automotive marketplace. Auto Trader sits at the heart of the UK's
vehicle buying process and its primary activity is to help vehicle
retailers compete effectively on the marketplace in order to sell
more vehicles, faster. Auto Trader listed on the London Stock
Exchange in March 2015 and is now a member of the FTSE 100
Index.
The marketplace brings together the largest and most engaged
consumer audience. Auto Trader has over 90% prompted brand
awareness and attracts circa 50 million monthly cross platform
visits each month, with over 70% of visits coming through mobile
devices.
The marketplace also has the largest pool of vehicle sellers
(listing around 450,000 cars each day). Around 80% of UK automotive
retailers advertise on autotrader.co.uk.
For more information, please visit
https://plc.autotrader.co.uk
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END
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