Tuesday, 10 September 2024
Trifast plc
(Trifast
or Company)
RESULTS OF VOTING AT THE
ANNUAL GENERAL MEETING (AGM)
Trifast announces that at
today's AGM, all resolutions put to the Meeting and contained in
the Notice of Meeting (NOM) dated 31 July 2024 were duly
passed.
The result of the Poll is set out
below:
|
RESOLUTIONS
|
Votes for
inc.
discretion
|
%
For
|
Votes
against
|
%
against
|
Total votes
cast
|
% of Issued share
capital
|
Votes
withheld
|
|
ORDINARY
RESOLUTIONS
|
|
Resolution 1
To consider the Company's Annual
Report and Financial Statements and the reports of the Directors
and Auditors for the year ended 31 March 2024.
|
104,182,329
|
99.99
|
13,671
|
0.01
|
104,196,000
|
76.55
|
0
|
|
Resolution 2
To receive and approve the
Directors' Remuneration Report contained in the Annual
Report.
|
104,033,571
|
99.86
|
148,239
|
0.14
|
104,181,810
|
76.54
|
14,190
|
|
Resolution 3
To receive and approve the
Directors' Remuneration Policy contained in the Annual
Report.
|
95,724,721
|
91.88
|
8,462,058
|
8.12
|
104,186,779
|
76.54
|
9,221
|
|
Resolution 4
To declare a final dividend of 1.20p
per ordinary share.
|
104,193,733
|
100.00
|
2,267
|
0.00
|
104,196,000
|
76.55
|
0.00
|
|
Resolution 5
To re-elect
Clive Watson as a
Director.
|
102,249,322
|
98.17
|
1,903,678
|
1.83
|
104,153,000
|
76.52
|
43,000
|
|
Resolution 6
To re-elect Louis Eperjesi as a
Director.
|
102,356,569
|
98.28
|
1,796,431
|
1.72
|
104,153,000
|
76.52
|
43,000
|
|
Resolution 7
To elect Serena Lang as a Director
and Chair.
|
101,197,222
|
97.12
|
2,997,986
|
2.88
|
104,195,208
|
76.55
|
792
|
|
Resolution 8
To elect
Iain Percival as a
Director.
|
104,140,537
|
99.95
|
54,671
|
0.05
|
104,195,208
|
76.55
|
792
|
|
Resolution 9
To elect
Laura Whyte as a
Director.
|
104,136,763
|
99.94
|
58,445
|
0.06
|
104,195,208
|
76.55
|
792
|
|
Resolution 10
To elect Nicholas Mills as a
Director.
|
103,022,413
|
98.91
|
1,131,795
|
1.09
|
104,154,208
|
76.52
|
41,792
|
|
Resolution 11
To appoint
BDO LLP as auditor of the
Company.
|
104,085,206
|
99.92
|
84,726
|
0.08
|
104,169,932
|
76.53
|
26,068
|
|
Resolution 12
To authorise
the Directors to fix the
remuneration of the auditor.
|
104,171,914
|
99.99
|
14,234
|
0.01
|
104,186,148
|
76.54
|
9,852
|
|
Resolution 13
To allow
the Directors authority to allot
shares.
|
86,211,299
|
82.74
|
17,983,023
|
17.26
|
104,194,322
|
76.55
|
1,678
|
|
SPECIAL
RESOLUTIONS
|
|
Resolution 14
To allow
the Directors authority for
disapplication of pre-emption rights.
|
86,165,559
|
82.70
|
18,030,441
|
17.30
|
104,196,000
|
76.55
|
0
|
|
Resolution 15
In addition to the authority granted
in resolution 14, the authority and power conferred on the
Directors to allot equity securities or to sell treasury
shares.
|
86,150,824
|
82.69
|
18,034,384
|
17.31
|
104,185,208
|
76.54
|
10,792
|
|
Resolution 16
To authorise unconditionally the
Company to make market purchases of its own shares.
|
104,143,292
|
99.96
|
41,939
|
0.04
|
104,185,231
|
76.54
|
10,769
|
|
Resolution 17
That a general meeting other than an
Annual General Meeting may be called on not less than 14 clear
days' notice.
|
104,009,750
|
99.82
|
186,250
|
0.18
|
104,196,000
|
76.55
|
0
|
|
ORDINARY
RESOLUTIONS
|
|
Resolution 18
To approve the Trifast plc Executive
Turnaround Plan
(Turnaround Plan)
|
96,158,193
|
92.31
|
8,012,641
|
7.69
|
104,170,834
|
76.53
|
25,166
|
|
Resolution 19
To approve the Trifast plc Equity
Incentive Plan
(EIP)
|
86,036,062
|
82.60
|
18,128,030
|
17.40
|
104,164,092
|
76.53
|
31,908
|
|
Resolution 20
To approve the Trifast plc Save as
You Earn Plan 2024 (SAYE)
|
104,087,251
|
99.92
|
80,175
|
0.08
|
104,167,426
|
76.53
|
28,574
|
Notes:
The AGM was compliant with legal
requirements for the AGM in accordance with the Company's Articles
of Association.
The 'for' vote includes those giving
discretion to the Chair. A vote withheld is not a vote in law and
is not counted in the calculation of the votes for or against a
resolution. At 31 July 2024, there were 136,114,675 Trifast plc
ordinary shares of 5p each in issue (ISC). Ordinary shareholders
are entitled to one vote per share held.
As detailed in the NOM dated 31 July
2024, shareholders were able to submit questions regarding the
business prior to the Meeting via the Company Secretariat Office.
No questions relating to the Resolutions were submitted ahead of
the AGM by shareholders.
During the AGM, questions were put
to the Board from the room and via the viewing platform Investor
Meet Company (IMC). These are contained within the recording of the
event. Post the meeting, further questions were received, and
responses to these have also been added to the Q&A section on
the Company's IMC portal. This event will be uploaded to the
Company website in due course.
The 2024 Annual Report and Financial
Statements together with ancillary documents are available to view
and download from the Company's website. In accordance with Listing
Rule 9.6.1,these will also be submitted to the FCA document viewing
facility: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
In accordance with Listing Rule
9.6.2R, a copy of the resolutions passed as Special Business at the
AGM will also be submitted to the document viewing facility
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
This information can also be found on the Company's website
at
Trifast plc | Shareholder meetings
(trfastenings.com).
Total Voting Rights
For the purposes of the Financial Conduct Authority's ("FCA") Disclosure and
Transparency Rules, the total number of ordinary shares of 5p each
of the Company ("Ordinary Shares") in issue as at today's date, is
136,114,675 Ordinary
Shares. The Company does not hold any Ordinary
Shares in Treasury. Therefore, the total number of Ordinary
Shares carrying voting rights in the Company is 136,114,675. Shareholders may use this figure as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company, under the FCA's Disclosure and Transparency
Rules.
Dividend
Following approval by shareholders,
a final dividend of 1.20p will be paid on
11 October 2024 to Members on the register at the close of business
on 13 September 2024. The ordinary shares will become ex-dividend
on 12 September 2024.
Enquiries
to
Christopher Morgan, Company
Secretary
Trifast plc
Office: +44 (0) 1825
747630
Email: Companysecretariat@trifast.com