20 May 2016 18:12
MENZIES(JOHN) PLC - Result of AGMMENZIES(JOHN) PLC - Result of AGM
PR Newswire
London, May 20
John Menzies plc
(the “Company”)
Results of Annual General Meeting (the “AGM”)
The Company’s AGM was held today at 14:00. All resolutions (with the exception of resolution 10 in the Notice of AGM) were voted on by poll. Resolutions 1 to 13 (but not resolution 10) were duly passed by the shareholders of the Company as ordinary resolutions. Resolutions 15 and 16 were passed as special resolutions but special resolutions 14 and 17 were not passed.
Following the Company’s announcement on 18th May 2016 that the Chairman, Iain Napier, was to step down following the AGM, resolution 10, proposing his re-election, was withdrawn.
Total votes received for each ordinary and special resolution proposed at the AGM were as follows:
| RESOLUTION | VOTES FOR* | %AGE | VOTES AGAINST | %AGE | VOTES TOTAL | %AGE of ISC VOTED** | VOTES WITHHELD*** |
| 1. To receive the Annual Accounts of the Company for the financial year ended 31 December 2015, the Strategic Report and the Reports of the Directors’ and Auditors thereon | 49,976,105 | 99.99 | 4,040 | 0.01 | 49,980,145 | 81.44% | 12,639 |
| 2. To approve the Report on Directors’ Remuneration (excluding the Directors’ Remuneration Policy) as set out in the Annual Report and Accounts for the financial year ended 31 December 2015 | 46,397,914 | 92.88 | 3,557,734 | 7.12 | 49,955,648 | 81.40% | 37,136 |
| 3. To declare a final dividend of 11.8 pence per ordinary share in the Company for the financial year ended 31 December 2015 | 49,991,380 | 100.00 | 0 | 0.00 | 49,991,380 | 81.45% | 1,404 |
| 4. To elect Geoff Eaton as a director of the Company | 43,546,154 | 87.12 | 6,438,107 | 12.88 | 49,984,261 | 81.44% | 8,523 |
| 5. To elect David Garman as a director of the Company | 44,445,493 | 89.06 | 5,462,334 | 10.94 | 49,907,827 | 81.32% | 84,957 |
| 6. To elect Forsyth Black as a director of the Company | 46,329,152 | 92.83 | 3,578,669 | 7.17 | 49,907,821 | 81.32% | 84,963 |
| 7. To re-elect Paula Bell as a director of the Company | 44,395,539 | 88.95 | 5,512,525 | 11.05 | 49,908,064 | 81.32% | 84,720 |
| 8. To re-elect Silla Maizey as a director of the Company | 44,044,995 | 88.43 | 5,760,233 | 11.57 | 49,805,228 | 81.15% | 187,556 |
| 9. To re-elect Dermot Jenkinson as a director of the Company | 44,368,863 | 88.90 | 5,539,084 | 11.10 | 49,907,947 | 81.32% | 84,837 |
| 10. | WITHDRAWN | ||||||
| 11. To re-appoint Ernst & Young LLP as the Company's auditors | 49,598,864 | 99.57 | 212,080 | 0.43 | 49,810,944 | 81.16% | 181,840 |
| 12. To authorise the directors of the Company to fix the remuneration of the Company’s auditors | 48,395,431 | 96.97 | 1,511,609 | 3.03 | 49,907,040 | 81.32% | 85,744 |
| 13. Authority to allot ordinary shares in the Company | 44,691,109 | 89.56 | 5,211,022 | 10.44 | 49,902,131 | 81.31% | 10,653 |
| 14. Authority to disapply pre-emption rights | 28,919,309 | 58.84 | 20,233,663 | 41.16 | 49,152,972 | 80.09% | 839,812 |
| 15. Purchase of own ordinary shares by the Company | 49,879,119 | 99.95 | 23,231 | 0.05 | 49,902,350 | 81.31% | 90,434 |
| 16. Purchase of own preference shares by the Company | 49,879,714 | 99.96 | 21,983 | 0.04 | 49,901,697 | 81.31% | 91,087 |
| 17. To call a general meeting, other than an annual general meeting, on not less than 14 clear days' notice | 27,700,998 | 55.41 | 22,291,185 | 44.59 | 49,992,183 | 81.46% | 601 |
* The votes of any proxy giving the Chairman discretion how to vote have been included in the votes For a resolution. *\* The total number of ordinary shares in issue (excluding treasury shares) and eligible to be voted on at the AGM was 61,373,410. ***A vote withheld is not a vote in law and is not counted in the calculation of percentage of votes For and Against a resolution.
The Company notes that a significant number of votes were cast against resolution 14, which sought authority to disapply pre-emption rights, and resolution 17, which sought authority to call a general meeting, other than an annual general meeting, on not less than 14 clear days’ notice. The Company will undertake a detailed review of any feedback received on these resolutions to ensure it fully understands the reasons behind the voting results and allow it to understand shareholders’ concerns.
In accordance with Listing Rules 9.6.2R and 9.6.3R, a copy of all resolutions, other than resolutions concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.Hemscott.com/nsm.do.
If you require further information, please contact:
John Geddes
Group Company SecretaryJohn Menzies plc
+44 (0)131 459 8180