Mothercare plc Annual General Meeting and General Meeting 31 July 2017: Results
Annual General Meeting
At the annual general meeting held at 11.00am on 31 July 2017, the resolutions before the meeting were passed on a show of hands.
The following proxy votes had been received by the Company in respect of the resolutions:
+-------------+------------+------------+-----------+-------+---------+--------+ |Resolution |Votes For |% of Votes |Votes |% of |Votes |% of | | |(including |For |Against |Votes |Withheld*|votes | | |Discretion) |(including | |Against| |withheld| | | |discretion) | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |1 To receive | 146,440,291| 99.31| 1,013,572| 0.69| 11,794| 0.01| |the annual | | | | | | | |accounts, | | | | | | | |directors' | | | | | | | |report, | | | | | | | |strategic | | | | | | | |report, | | | | | | | |directors' | | | | | | | |remuneration | | | | | | | |report and | | | | | | | |auditors' | | | | | | | |report | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |2 To approve | 131,438,419| 89.16| 15,973,700| 10.84| 53,537| 0.04| |the | | | | | | | |directors' | | | | | | | |remuneration | | | | | | | |report | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |3 To re-elect| 143,339,635| 98.65| 1,964,317| 1.35|2,161,704| 1.47| |Alan Parker | | | | | | | |as a director| | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |4 To re-elect| 147,403,566| 99.98| 28,015| 0.02| 34,076| 0.02| |Mark Newton- | | | | | | | |Jones as a | | | | | | | |director | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |5 To re-elect| 147,403,430| 99.98| 28,151| 0.02| 34,076| 0.02| |Richard | | | | | | | |Smothers as a| | | | | | | |director | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |6 To re-elect| 144,479,091| 98.00| 2,952,822| 2.00| 33,744| 0.02| |Lee Ginsberg | | | | | | | |as a director| | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |7 To re-elect| 144,352,097| 97.91| 3,080,531| 2.09| 33,028| 0.02| |Richard | | | | | | | |Rivers as a | | | | | | | |director | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |8 To re-elect| 147,407,173| 99.98| 26,265| 0.02| 32,219| 0.02| |Nick Wharton | | | | | | | |as a director| | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |9 To elect | 144,002,325| 97.67| 3,432,291| 2.33| 31,041| 0.02| |Tea Colaianni| | | | | | | |as a director| | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |10 To elect | 146,402,458| 99.30| 1,033,772| 0.70| 29,427| 0.02| |Gillian Kent | | | | | | | |as a director| | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |11 To re- | 145,888,703| 98.93| 1,573,623| 1.07| 3,321| 0.00| |appoint | | | | | | | |Deloitte LLP | | | | | | | |as auditors | | | | | | | |of the | | | | | | | |company | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |12 To | 147,440,236| 99.99| 20,417| 0.01| 4,995| 0.00| |authorise the| | | | | | | |directors to | | | | | | | |determine the| | | | | | | |remuneration | | | | | | | |of the | | | | | | | |auditors | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |13 Authority | 146,361,619| 99.26| 1,094,831| 0.74| 9,207| 0.01| |for the | | | | | | | |directors to | | | | | | | |allot shares | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |14 To | 137,598,518| 93.35| 9,801,267| 6.65| 65,870| 0.04| |authorise | | | | | | | |political | | | | | | | |donations by | | | | | | | |the company | | | | | | | |and its | | | | | | | |subsidiaries | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |15 Authority | 145,043,986| 98.37| 2,401,556| 1.63| 20,114| 0.01| |to call a | | | | | | | |general | | | | | | | |meeting at | | | | | | | |14 days' | | | | | | | |notice | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |16 Authority | 147,383,548| 99.96| 55,130| 0.04| 26,979| 0.02| |for the | | | | | | | |directors to | | | | | | | |disapply pre-| | | | | | | |emption | | | | | | | |rights on an | | | | | | | |unrestricted | | | | | | | |basis | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |17 Authority | 146,330,107| 99.25| 1,108,137| 0.75| 27,412| 0.02| |for the | | | | | | | |directors to | | | | | | | |disapply pre-| | | | | | | |emption | | | | | | | |rights for | | | | | | | |the purpose | | | | | | | |of an | | | | | | | |acquisition | | | | | | | |or specified | | | | | | | |capital | | | | | | | |investment | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ |18 Authority | 146,355,842| 99.25| 1,106,584| 0.75| 3,230| 0.00| |to purchase | | | | | | | |own shares | | | | | | | +-------------+------------+------------+-----------+-------+---------+--------+ Resolutions 15 - 18 were Special Resolutions.
General Meeting At the general meeting held at 11.25am on 31 July 2017, the resolutions before the meeting were passed on a show of hands.
The following proxy votes had been received by the Company in respect of the resolutions:
+--------------+------------+------------+----------+-------+---------+--------+ |Resolution |Votes For |% of Votes |Votes |% of |Votes |% of | | |(including |For |Against |Votes |Withheld*|votes | | |Discretion) |(including | |Against| |withheld| | | |discretion) | | | | | +--------------+------------+------------+----------+-------+---------+--------+ |1 To approve | 112,201,336| 76.13|35,176,121| 23.87| 44,379| 0.03| |the new | | | | | | | |Directors' | | | | | | | |Remuneration | | | | | | | |Policy | | | | | | | +--------------+------------+------------+----------+-------+---------+--------+ |2 To approve | 112,077,201| 76.05|35,293,800| 23.95| 50,835| 0.03| |the | | | | | | | |establishment | | | | | | | |of a long-term| | | | | | | |value creation| | | | | | | |plan ('VCP') | | | | | | | +--------------+------------+------------+----------+-------+---------+--------+
Notes
* A vote withheld is not a vote in law and is not counted in the calculation of votes 'for' and 'against' each resolution
As at 28 July 2017, the Company's issued share capital and total voting rights consisted of 170,867,830 ordinary shares each carrying voting rights. There are no shares in treasury. As a result, proxy votes representing approximately 86% of the voting capital were cast for both the AGM and the general meeting.
The full text of the resolutions can be found in the Notice of Meeting on the Company's website, www.mothercareplc.com and for inspection on the National Storage Mechanism, www.hemscott.com/nsm.do
In accordance with Listing Rule 9.6.2 copies of the resolutions passed, other than ordinary business, will shortly be submitted to the National Storage Mechanism, www.hemscott/nsm/do.
Further details: investorrelations@mothercare.com
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Source: Mothercare Plc via GlobeNewswire
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