REG - Trifast PLC - Result of AGM

TrifastAnnouncement

10/09/2024 17:00

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RNS Number : 6361D  Trifast PLC  10 September 2024

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         %        Votes        %         Total votes   % of Issued share capital  Votes

                                                                                  inc. discretion   For      against      against   cast                                     withheld
 ORDINARY RESOLUTIONS
 Resolution 1

 To consider the Company's Annual Report and Financial Statements and the         104,182,329       99.99    13,671       0.01      104,196,000   76.55                      0
 reports of the Directors and Auditors for the year ended 31 March 2024.
 Resolution 2

 To receive and approve the Directors' Remuneration Report contained in the       104,033,571       99.86    148,239      0.14      104,181,810   76.54                      14,190
 Annual Report.
 Resolution 3

 To receive and approve the Directors' Remuneration Policy contained in the       95,724,721        91.88    8,462,058    8.12      104,186,779   76.54                      9,221
 Annual Report.
 Resolution 4                                                                     104,193,733

 To declare a final dividend of 1.20p per ordinary share.                                           100.00   2,267        0.00      104,196,000   76.55                      0.00
 Resolution 5

 To re-elect                                                                      102,249,322       98.17    1,903,678    1.83      104,153,000   76.52                      43,000

 Clive Watson as a Director.
 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                                                                         104,140,537       99.95    54,671       0.05      104,195,208   76.55                      792

 Iain Percival as a Director.
 Resolution 9

 To elect                                                                         104,136,763       99.94    58,445       0.06      104,195,208   76.55                      792

 Laura Whyte as a Director.
 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                                                                       104,085,206       99.92    84,726       0.08      104,169,932   76.53                      26,068

 BDO LLP as auditor of the Company.
 Resolution 12

 To authorise                                                                     104,171,914       99.99    14,234       0.01      104,186,148   76.54                      9,852

 the Directors to fix the remuneration of the auditor.
 Resolution 13

 To allow                                                                         86,211,299        82.74    17,983,023   17.26     104,194,322   76.55                      1,678

 the Directors authority to allot shares.
 SPECIAL RESOLUTIONS
 Resolution 14

 To allow                                                                         86,165,559        82.70    18,030,441   17.30     104,196,000   76.55                      0

 the Directors authority for disapplication of pre-emption rights.
 Resolution 15

 In addition to the authority granted in resolution 14, the authority and power   86,150,824        82.69    18,034,384   17.31     104,185,208   76.54                      10,792
 conferred on the Directors to allot equity securities or to sell treasury
 shares.
 Resolution 16

 To authorise unconditionally the Company to make market purchases of its own     104,143,292       99.96    41,939       0.04      104,185,231   76.54                      10,769
 shares.
 Resolution 17

 That a general meeting other than an Annual General Meeting may be called on     104,009,750       99.82    186,250      0.18      104,196,000   76.55                      0
 not less than 14 clear days' notice.
 ORDINARY RESOLUTIONS
 Resolution 18

 To approve the Trifast plc Executive Turnaround Plan                             96,158,193        92.31    8,012,641    7.69      104,170,834   76.53                      25,166

 (Turnaround Plan)
 Resolution 19

 To approve the Trifast plc Equity Incentive Plan                                 86,036,062        82.60    18,128,030   17.40     104,164,092   76.53                      31,908

 (EIP)
 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
(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
(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)
(https://www.trfastenings.com/investors/shareholder-information/shareholder-meetings)
.

 

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 (mailto:Companysecretariat@trifast.com)

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