Ashtead Group Plc - Results of AGM
05 September 2024 - 12:17AM
UK Regulatory
Ashtead Group Plc - Results of AGM
PR Newswire
LONDON, United Kingdom, September 04
Ashtead
Group PLC
AGM
Statement
4 September 2024
ASHTEAD
GROUP PLC
("Ashtead"
or the "Company")
AGM
Statement & Results
AGM
Statement & Results
At the
Annual General Meeting ("AGM") of the Company held on 4
September 2024 at 11:30am, all
resolutions put to shareholders were duly passed on a poll with the
required majorities. The full text of each resolution is contained
in the Notice of Annual General Meeting. [Resolutions
1 to 17 were passed as ordinary resolutions. Resolutions 18 - 21
were passed as special resolutions.]
As at 18:30
(UK time)
on 3 September 2024, the number of
voting shares of the Company was 437,298,807 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, on a poll,
every member present in person or by proxy has one vote for every
share held.
|
|
ORDINARY RESOLUTIONS
|
Votes
for (including discretionary votes)
|
%
Votes for *
|
Votes
against
|
%
Votes against
|
Total
no. of votes validly cast
|
%
of Issued Share Capital voted
|
Votes
withheld **
|
|
1.
|
That the
accounts for the year ended 30 April
2024, the directors' report and the auditors' report be
adopted.
|
319,960,902
|
99.94
|
176,104
|
0.06
|
320,137,006
|
73.21%
|
1,729,414
|
|
2.
|
That the
directors' remuneration report for the year ended
30 April
2024 be approved.
|
315,461,099
|
98.02
|
6,365,837
|
1.98
|
321,826,936
|
73.59%
|
39,483
|
|
3.
|
That the
directors' remuneration policy set out in the Annual Report be
approved
|
199,333,758
|
63.20
|
116,067,153
|
36.80
|
315,400,911
|
72.12%
|
6,465,508
|
|
4.
|
That the
final dividend recommended by the directors of 89.25 US
cents
per
ordinary share for the year ended 30 April 2024 be declared payable
on 10 September 2024 to holders of ordinary shares registered at
the close of business on 9 August 2024.
|
321,753,141
|
99.97
|
94,135
|
0.03
|
321,847,276
|
73.60%
|
19,144
|
|
5.
|
That Paul Walker be re-elected as a director.
|
305,384,443
|
94.89
|
16,443,749
|
5.11
|
321,828,192
|
73.59%
|
38,228
|
|
6.
|
That Brendan Horgan be re-elected as a director.
|
321,828,217
|
99.99
|
16,145
|
0.01
|
321,844,362
|
73.60%
|
22,058
|
|
7.
|
That
Michael Pratt be re-elected as a director.
|
319,425,228
|
99.25
|
2,402,970
|
0.75
|
321,828,198
|
73.59%
|
38,222
|
|
8.
|
That Angus
Cockburn be re-elected as a director.
|
312,819,928
|
97.20
|
9,009,864
|
2.80
|
321,829,792
|
73.59%
|
36,628
|
|
9.
|
That Lucinda Riches be re-elected as a director.
|
276,916,470
|
86.04
|
44,913,099
|
13.96
|
321,829,569
|
73.59%
|
36,849
|
|
10.
|
That Tanya
Fratto be re-elected as a director.
|
313,512,063
|
97.42
|
8,317,729
|
2.58
|
321,829,792
|
73.59%
|
36,628
|
|
11.
|
That Jill
Easterbrook re-elected as a director.
|
312,704,023
|
97.16
|
9,125,769
|
2.84
|
321,829,792
|
73.59%
|
36,628
|
|
12.
|
That Renata
Ribeiro be elected as a director.
|
312,371,694
|
97.41
|
8,295,613
|
2.59
|
320,667,307
|
73.33%
|
1,199,113
|
|
13.
|
That Roy
Twite be elected as a director.
|
320,325,295
|
99.89
|
344,019
|
0.11
|
320,669,314
|
73.33%
|
1,197,106
|
|
14.
|
That PwC be
appointed as auditor of the Company.
|
320,574,604
|
99.61
|
1,246,511
|
0.39
|
321,821,115
|
73.59%
|
45,305
|
|
15.
|
That the audit committee be authorised to agree the remuneration of
the auditor of the Company.
|
321,760,060
|
99.98
|
73,929
|
0.02
|
321,833,989
|
73.60%
|
32,431
|
|
16.
|
Approval of
the amendment to the rules of the Ashtead Group Long-Term Incentive
Plan 2021
|
197,073,349
|
62.49
|
118,317,407
|
37.51
|
315,390,756
|
72.12%
|
6,475,663
|
|
17.
|
That the
directors are authorised to allot the shares under section 551 (1)
(a) and (b) of the Companies Act 2006.
|
310,490,547
|
96.47
|
11,345,471
|
3.53
|
321,836,018
|
73.60%
|
30,402
|
|
|
SPECIAL RESOLUTIONS
|
Votes
for (including discretionary votes)
|
%
Votes for *
|
Votes
against
|
%
Votes against
|
Total
no. of votes validly cast
|
%
of Issued Share Capital voted
|
Votes
withheld **
|
|
18.
|
That the
directors be empowered to disapply the provisions of section 561
(1) to (6) of the Companies Act 2006.
|
301,169,011
|
93.59
|
20,630,839
|
6.41
|
321,799,850
|
73.59%
|
66,570
|
|
19.
|
That the
directors be empowered to issue shares on a non
pre-emptive
basis.
|
294,463,977
|
91.56
|
27,148,512
|
8.44
|
321,612,489
|
73.55%
|
253,931
|
|
20.
|
That the
directors be authorised to make market purchases of the Company's
shares under section 701 of the Companies Act.
|
314,106,605
|
97.61
|
7,707,185
|
2.39
|
321,813,790
|
73.59%
|
52,629
|
|
21.
|
That a
general meeting other than an annual general meeting
may be
called on not less than 14 clear days' notice.
|
313,089,701
|
97.28
|
8,745,621
|
2.72
|
321,835,322
|
73.60%
|
31,097
|
|
*
|
Includes
discretionary votes
|
|
**
|
A vote
withheld is not a vote in law and is not counted in the calculation
of the proportion of votes "for" and "against" a
resolution.
|
The
Ashtead Board is pleased to note that all resolutions were passed
with the requisite majority of votes and welcomes the overwhelming
support of the Company's shareholders for the majority of the
resolutions proposed.
The
Company notes the level of shareholder support for resolution 3
(Approval of the Directors' Remuneration Policy)
and resolution 16 (the amendment to the rules of the Long-Term
Incentive Plan). Prior to
the AGM, the Remuneration Committee undertook an extensive
consultation with its largest shareholders on the proposed
Directors' Remuneration Policy (the "Policy") and its
implementation.
The
Committee received indications of broad support during this
process, but also took into account the full range of feedback
received. As described in the 2024 Annual Report, the Committee was
very mindful of the need to balance sometimes divergent shareholder
views with the particular context and circumstances for Ashtead, to
ensure that remuneration policy continues to incentivise growth and
long-term shareholder value creation. A number of changes were made
as a direct result of shareholder feedback at the time. However,
the Committee also concluded that the other aspects of the
proposals remained appropriately aligned to the Company's stated
principles of providing remuneration that is: market competitive;
enables the Company to motivate and retain its talented leadership
team; and rewards fairly its colleagues' contribution to Ashtead's
future success.
The
Company will now engage with its shareholders in respect of the
implementation of the Policy.
In
accordance with the UK Corporate Governance Code the Company will
publish an update on this further engagement within six months of
the 2024 AGM.
Contact:
Ashtead
Group plc
Will Shaw (Investment Manager) - 020 7726 9700
H/Advisors
Maitland
Sam Cartwright - 020 7379 5151
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