TIDMCOST

RNS Number : 8304X

Costain Group PLC

06 May 2021

Costain Group PLC

(the "Company")

Results of 2021 AGM

At the Company's Annual General Meeting held on 6 May 2021 (the "AGM"), the resolutions set out in the Notice of Meeting, circulated to shareholders on 1 April 2021, were passed by the requisite majorities. The meeting was convened with the minimum necessary quorum of two shareholders. Resolutions 1 to 13 were passed as ordinary resolutions and Resolutions 14 to 17 were passed as special resolutions.

As at 6.30pm on 4 May 2021, the number of issued shares in the Company was 274,949,741 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, the resolutions were put to the meeting on a poll in which every member present in person or by proxy had one vote for every share held.

The poll results, on which Equiniti, the Company's registrar, acted as scrutineer are as follows:

 
 RESOLUTION                    NUMBER       % of     NUMBER      % of       TOTAL        % of     NUMBER 
                               OF VOTES     Votes    OF VOTES    Votes      VOTES       Issued     OF VOTES 
                                 FOR        Cast     AGAINST     Cast        CAST        Share     WITHHELD 
                                                                                        Capital 
                                                                                         Voted 
 Resolution 1 
  Receive the 
  2020 Annual 
  Report and Accounts        173,981,616   99.95%   86,549      0.05%    174,068,165   63.31%     17,070 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 2 
  Approve the 
  Directors' Remuneration 
  Report                     170,444,719   98.18%   3,160,283   1.82%    173,605,002   63.14%     480,233 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 3 
  Re-elect 
  Dr Paul Golby              173,721,793   99.81%   333,022     0.19%    174,054,815   63.30%     30,420 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 4 
  Re-elect 
  Mr Alex Vaughan            173,721,668   99.80%   340,334     0.20%    174,062,002   63.31%     23,233 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 5 
  Elect 
  Ms Helen Willis            173,747,541   99.82%   305,363     0.18%    174,052,904   63.30%     32,331 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 6 
  Elect 
  Mr Bishoy Azmy             173,573,256   99.88%   211,484     0.12%    173,784,740   63.21%     300,495 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 7 
  Re-elect 
  Ms Jacqueline 
  de Rojas                   173,739,303   99.82%   319,940     0.18%    174,059,243   63.31%     25,992 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 8 
  Elect 
  Mr Tony Quinlan            173,530,526   99.84%   269,887     0.16%    173,800,413   63.21%     284,822 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 9 
  Re-elect 
  Ms Alison Wood             173,735,545   99.82%   318,006     0.18%    174,053,551   63.30%     31,684 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 Resolution 10 
  Re-appoint PwC 
  as auditor                 173,452,413   99.82%   313,010     0.18%    173,765,423   63.20%     319,812 
                            ------------  -------  ----------  -------  ------------  ---------  ---------- 
 
 
 RESOLUTION                   NUMBER       % of      NUMBER      % of       TOTAL        % of      NUMBER 
                              OF VOTES     Votes    OF VOTES     Votes      VOTES       Issued     OF VOTES 
                                FOR        Cast      AGAINST     Cast        CAST        Share     WITHHELD 
                                                                                        Capital 
                                                                                         Voted 
 Resolution 11 
  Authorise the 
  auditor's remuneration    173,897,259   99.93%   116,028      0.07%    174,013,287   63.29%     71,948 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 12 
  Authorise political 
  donations                 154,662,936   88.86%   19,386,047   11.14%   174,048,983   63.30%     36,252 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 13 
  Authorise the 
  allotment of 
  shares                    173,239,394   99.54%   805,068      0.46%    174,044,462   63.30%     40,773 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 14 
  Approve the 
  disapplication 
  of pre-emption 
  rights (general)          173,310,261   99.59%   717,415      0.41%    174,027,676   63.29%     57,559 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 15 
  Approve the 
  disapplication 
  of pre-emption 
  rights (acquisition 
  or capital investment)    173,356,530   99.61%   676,418      0.39%    174,032,948   63.30%     52,287 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 16 
  Authorise the 
  purchase of 
  own shares                173,779,878   99.83%   290,699      0.17%    174,070,577   63.31%     14,658 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 Resolution 17 
  Approve the 
  holding of General 
  Meetings (not 
  AGMs) on 14 
  clear days' 
  notice                    173,630,658   99.75%   435,085      0.25%    174,065,743   63.31%     19,492 
                           ------------  -------  -----------  -------  ------------  ---------  ---------- 
 

Notes:

1. There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM.

2. Percentages are expressed as a proportion of the total votes cast (which does not include votes withheld).

3. A vote withheld is not a vote in law and is not included in the calculation of the votes 'For' or 'Against' the resolutions, nor the total votes cast.

4. Any proxy appointments which gave discretion to the Chairman have been included in the 'For' totals.

In accordance with Listing Rule 9.6.2R, copies of all resolutions passed at the AGM today, other than those concerning ordinary business, will be submitted to the National Storage Mechanism, where they will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism . In addition, copies of these resolutions will also be filed with Companies House.

The results of the 2021 AGM will be available to view on the Company's website at www.costain.com .

6 May 2021

Enquiries:

 
  Costain                                  Tel: 01628 842 444 
  Alex Vaughan, Chief Executive Officer 
  Helen Willis, Chief Financial Officer 
  Sara Lipscombe, Group Communications 
   Director 
  MHP Communications                       Tel: 020 3128 8658 
  Tim Rowntree                             Costain@mhpc.com 
   Peter Hewer 
 

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