Last checked at 26 Apr 2012 15:17
Croda International Plc - Annual General Meeting
The eighty-seventh Annual General Meeting of Croda International Plc was held at Carlton Towers, Carlton, Goole, East Yorkshire DN14 9LZ on Thursday 26 April 2012.
Proxy votes were received from ordinary shareholders in respect of 85,949,036 ordinary shares amounting to 63.52% of the issued share capital. The total number of ordinary shares in issue: 135,303,771 (excluding shares held in treasury).
All resolutions put to the meeting were passed on a show of hands. The proxy votes cast in respect of the resolutions received prior to the meeting were as follows:
Resolution | For | Against | Discretion to Chairman | Discretion to Third Party | Withheld |
1. To receive the report of the directors and the financial statements for the year ended 31 December 2011 | 85,372,867 | 428,640 | 102,660 | 1,680 | 43,189 |
2. To approve the directors' remuneration report for the year ended 31 December 2011 | 84,314,186 | 820,958 | 100,368 | 1,680 | 711,844 |
3. To declare a final dividend of 30.25 pence per ordinary share | 85,806,749 | 0 | 101,982 | 1,680 | 38,625 |
4. To elect A M Ferguson as a director | 84,850,903 | 780,615 | 108,115 | 1,680 | 207,723 |
5. To elect K Layden as a director | 85,265,487 | 526,667 | 108,668 | 1,680 | 46,534 |
6. To re-elect M C Flower as a director | 83,465,041 | 884,939 | 106,963 | 1,680 | 1,490,413 |
7. To re-elect S E Foots as a director | 82,428,846 | 3,364,970 | 106,963 | 1,680 | 46,577 |
8. To re-elect M S Christie as a director | 85,264,355 | 532,373 | 106,963 | 1,680 | 43,665 |
9. To re-elect S Musesengwa as a director | 85,262,672 | 353,862 | 124,012 | 1,680 | 206,810 |
10. To re-elect P N N Turner as a director | 85,273,984 | 358,274 | 107,588 | 1,680 | 207,510 |
11. To re-elect S G Williams as a director | 84,666,483 | 524,694 | 107,588 | 1,680 | 648,591 |
12. To re-appoint PricewaterhouseCoopers LLP as auditors | 83,947,832 | 1,856,957 | 101,550 | 1,680 | 41,017 |
13. To authorise the directors to determine the remuneration of PricewaterhouseCoopers LLP | 83,689,115 | 2,108,610 | 102,914 | 1,680 | 46,717 |
14. To authorise the directors to allot relevant securities up to an aggregate nominal amount of £4,465,024 | 80,303,660 | 3,320,004 | 108,422 | 1,680 | 2,215,270 |
15. To authorise the directors to allot equity securities without pre-emptive rights up to an aggregate nominal amount of £699,750 | 84,969,015 | 158,524 | 108,729 | 1,680 | 711,088 |
16. To authorise market purchase of own shares up to a maximum of 13,500,000 ordinary shares | 85,352,627 | 254,953 | 108,758 | 1,680 | 231,018 |
17. That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice | 81,706,054 | 4,091,103 | 105,014 | 1,680 | 45,185 |
Resolutions 1 to 14 (inclusive) were passed as ordinary resolutions and resolutions 15 to 17 (inclusive) were passed as special resolutions. The full text of the resolutions is set out in the Notice of Annual General Meeting, a copy of which is on the Company's website (investor centre) and has also been made available for inspection through the National Storage Mechanism which can be found at http://www.morningstar.co.uk/uk/NSM.
Louise Scott
Company Secretary & Legal Counsel
26 April 2012