Genus plc (the 'Company') - 2024 AGM Poll Results
The Company announces that at its
AGM held on Wednesday, 20 November 2024, all resolutions set
out in the Notice of AGM were passed on a poll.
Resolutions 1 to 13 were
passed as Ordinary Resolutions and Resolutions 14 to 17 were passed
as Special Resolutions. The following table sets out the votes cast
on each resolution:
|
Resolutions
|
In Favour
Votes
|
%
|
Against
Votes
|
%
|
Abstentions
Votes
|
Total no. of shares in
respect of which proxies were validly made
|
|
1. To
receive the accounts and reports of the Directors and auditor for
the year ended 30 June 2024.
|
48,715,066
|
99.86%
|
68,187
|
0.14%
|
760,636
|
48,783,253
|
|
2. To
approve the Directors' Remuneration Report for the year ended 30
June 2024, as set out on pages 80 to 102 of the Company's Annual
Report 2024.
|
44,982,186
|
95.44%
|
2,150,030
|
4.56%
|
2,411,673
|
47,132,216
|
|
3. To
declare a final dividend of 21.7 pence per Ordinary
Share.
|
49,429,218
|
99.78%
|
111,106
|
0.22%
|
3,565
|
49,540,324
|
|
4. To elect
Ralph Heuser as a Director of the Company.
|
49,525,242
|
99.98%
|
9,158
|
0.02%
|
9,489
|
49,534,400
|
|
5. To
re-elect Jorgen Kokke as a Director of the Company.
|
48,804,368
|
99.96%
|
19,937
|
0.04%
|
719,584
|
48,824,305
|
|
6. To
re-elect Iain Ferguson CBE as a Director of the Company.
|
43,344,621
|
91.50%
|
4,028,280
|
8.50%
|
2,170,988
|
47,372,901
|
|
7. To
re-elect Alison Henriksen as a Director of the Company.
|
49,520,576
|
99.97%
|
14,650
|
0.03%
|
8,663
|
49,535,226
|
|
8. To
re-elect Lysanne Gray as a Director of the Company.
|
49,310,033
|
99.55%
|
224,873
|
0.45%
|
8,983
|
49,534,906
|
|
9. To
re-elect Lesley Knox as a Director of the Company.
|
48,459,775
|
97.83%
|
1,075,331
|
2.17%
|
8,783
|
49,535,106
|
|
10. To re-elect Jason Chin as
a Director of the Company.
|
49,313,906
|
99.55%
|
223,285
|
0.45%
|
6,698
|
49,537,191
|
|
11. To appoint
PricewaterhouseCoopers LLP as auditor of the Company.
|
48,748,583
|
98.41%
|
787,796
|
1.59%
|
7,510
|
49,536,379
|
|
12. To authorise the Audit
& Risk Committee of the Board to determine the remuneration of
the auditor.
|
49,532,211
|
99.99%
|
5,813
|
0.01%
|
5,865
|
49,538,024
|
|
13. To empower the Directors
with limited authority to allot Ordinary Shares.
|
46,408,135
|
93.69%
|
3,127,159
|
6.31%
|
8,595
|
49,535,294
|
|
14. To empower the Directors
with limited authority to allot equity securities for cash without
first offering them to existing shareholders.
|
43,459,967
|
87.75%
|
6,066,064
|
12.25%
|
17,858
|
49,526,031
|
|
15. To empower the Directors
with limited authority to allot additional equity securities for
cash without first offering them to existing shareholders provided
that this power be used only in connection with an acquisition or
other capital investment.
|
38,012,173
|
76.94%
|
11,395,902
|
23.06%
|
135,814
|
49,408,075
|
|
16. To empower the Directors
with limited authority to make one or more market purchases of any
Ordinary Shares.
|
48,788,730
|
98.51%
|
736,177
|
1.49%
|
18,982
|
49,524,907
|
|
17. To allow a General Meeting
other than an Annual General Meeting to be called on not less than
14 clear days' notice.
|
48,960,457
|
98.84%
|
576,246
|
1.16%
|
7,186
|
49,536,703
|
The Board notes that
whilst Resolutions 14 and 15 (disapplication of pre-emption
rights) were passed with the requisite majority, for the
purposes of provision 4 of the UK Corporate Governance Code (the
"Code") more than 20% of the votes cast were not in favour of
Resolution 15. The Board notes that this resolution reflects and is
aligned with the most recent edition of the Pre-Emption Group
Guidelines published in 2022 (the "Guidelines") but appreciates and
acknowledges that certain shareholders apply their own policies in
relation to the disapplication of pre-emption rights which may
differ from the Guidelines. The Board will engage with shareholders
to better understand the reason behind this voting outcome and, in
accordance with the Code, will provide an update within six months
of the Annual General Meeting.
A copy of the special business
resolutions will be submitted to the National Storage Mechanism and
will soon be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As at the close of business on 18
November 2024, the total number of ordinary shares
of £0.10 each eligible to be voted at the AGM was
66,034,878.
Therefore, the total voting rights
in the Company as at that time were 66,034,878. The proportion of
the Company's issued share capital represented by the votes validly
cast was 75.02%.
Equiniti acted as scrutineer of the
poll on all resolutions.