TIDMRCDO
RNS Number : 1044S
Ricardo PLC
11 November 2021
Ricardo plc
Result of AGM
11 November 2021
Ricardo plc - Results of Annual General Meeting
Ricardo plc announces that all resolutions proposed at its
Annual General Meeting held on 11 November 2021 were duly
passed.
Details of the proxy voting instructions, lodged prior to the
meeting, are set out below:
Resolution For % Discretion % Against % Withheld
To receive and adopt the 2021
1 Report and Accounts 43,901,762 99.98 232 0.01 2,466 0.01 0
2 To approve the final dividend 43,902,796 99.98 232 0.01 1,401 0.01 31
To re-appoint KPMG LLP as
3 auditors 43,897,821 99.98 232 0.01 5,807 0.01 600
To authorise Audit Committee
4 to determine Auditor remuneration 43,894,689 99.97 232 0.01 8,939 0.02 600
To elect Graham Ritchie as
5 a director 43,881,164 99.95 6,232 0.01 16,233 0.04 831
To re-elect Russell King as
6 a director 43,235,223 98.48 6,232 0.01 662,174 1.51 831
To re-elect Jack Boyer as
7 a director 43,238,413 98.49 6,232 0.01 656,484 1.50 3,331
To re-elect William Spencer
8 as a director 43,235,123 98.49 6,232 0.01 658,945 1.50 4,160
To re-elect Sir Terry Morgan
9 as a director 43,232,609 98.48 6,232 0.01 661,088 1.51 4,531
To re-elect Ian Gibson as
10 a director 43,887,670 99.97 6,232 0.01 9,727 0.02 831
To re-elect Laurie Bowen as
11 a director 42,671,168 97.20 6,232 0.01 1,223,728 2.79 3,332
To re-elect Malin Persson
12 as a director 37,977,575 86.51 6,232 0.01 5,917,322 13.48 3,331
To approve the Directors'
13 Remuneration Report 28,346,318 64.56 232 0.01 15,550,653 35.43 7,257
To approve the Ricardo 2021
14 Deferred Bonus Plan 43,855,410 99.93 232 0.01 26,981 0.06 21,837
To grant the directors authority
15 to allot relevant securities 33,977,733 77.77 232 0.01 9,704,306 22.22 222,189
To approve the disapplication
16 of pre-emption rights 34,000,375 77.83 232 0.01 9,681,779 22.16 222,074
To authorise the Company to
make market purchases of ordinary
17 shares 43,878,744 99.93 232 0.01 24,384 0.06 1,100
To approve notice period for
18 certain general meetings 43,763,237 99.67 232 0.01 140,007 0.32 984
A vote withheld is not a vote in law and is not counted in the
calculation of proportion of votes "For" or "Against" a
resolution.
The total number of ordinary shares in issue as at 9 November
2021 was 62,218,280, of these 43,904,460 including votes withheld
(70.56%) were voted.
The Board has taken careful note that 35.43 per cent of the
votes were cast against Resolution 13, the Directors' Remuneration
Report. The Chair of the Remuneration Committee engaged with our
largest shareholders before the 2021 Annual General Meeting to
reiterate the reasons given in the Directors' Remuneration Report
for the leaving arrangements of Ricardo's former Chief Executive
Officer and will talk again with shareholders to understand fully
their reasons for voting against the Resolution.
In addition, the Board has noted 22.22 per cent and 22.16 per
cent of the votes were cast against Resolutions 15 and 16
respectively relating to the authority to allot shares and the
disapplication of pre-emption rights. The Chief Financial Officer
engaged with our largest shareholders before the 2021 Annual
General Meeting to reiterate the reasons given in the Annual Report
for the equity raise conducted in November 2020 and will talk again
with shareholders to understand fully their reasons for voting
against these Resolutions.
In accordance with Listing Rule 9.6.2R, a copy of the
resolutions, other than those concerning ordinary business, passed
by the Company at the AGM held on 11 November 2021, has been
submitted to the National Storage Mechanism and will shortly be
available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
The Ricardo plc LEI number is 213800ZNYAY35F4XB814
For further information contact:
The Company Secretary, Patricia Ryan 01273 794776
.
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END
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