Result of AGM
Updated : 15:17
1 February 2019
Brewin Dolphin Holdings PLC (the 'Company')
Result of 2019 Annual General Meeting
At the Brewin Dolphin Holdings PLC Annual General Meeting held on 1 February 2019, the following resolutions were passed by shareholders on a show of hands.
Shareholders holding an aggregate 283,463,145 shares were eligible to vote at the meeting. Valid proxies were received by the Company from shareholders prior to the meeting as follows:
Resolution | Proxy votes for the resolution including discretionary | Proxy votes against the resolution | Total number of shares for which proxy appointments validly made | Proxy votes withheld | ||
No. of Votes | % | No of Votes | % | No. of Votes | ||
Resolution 1 | ||||||
To receive the Accounts and the Report of the Directors and Auditors. | 202,631,689
| 99.99%
| 10,290
| 0.01%
|
202,641,979
| 455,826
|
Resolution 2 | ||||||
To approve the Annual Report on Remuneration for the year ended 30 September 2018. | 189,513,759
| 95.55%
| 8,817,409
| 4.45%
| 198,331,168
| 4,766,637
|
Resolution 3 | ||||||
To re-elect Simon Miller as a Non-Executive Chairman. | 190,307,979 | 94.49% | 11,090,361 | 5.51% | 201,398,340 | 1,699,465 |
Resolution 4 | ||||||
To re-elect David Nicol as a Director. | 203,052,869 | 99.98% | 42,740 | 0.02% | 203,095,609 | 2,196 |
Resolution 5 | ||||||
To re-elect Kathleen Cates as Senior-Independent Director. | 202,641,749 | 99.86% | 280,938 | 0.14% | 202,922,687 | 175,118 |
Resolution 6 To re-elect Ian Dewar as a Non-Executive Director. | 200,776,909 | 99.69% | 620,549 | 0.31% | 201,397,458 | 1,700,347 |
Resolution 7 | ||||||
To re-elect Caroline Taylor as a Non-Executive Director. | 202,365,713 | 99.87% | 267,629 | 0.13% | 202,633,342 | 464,463 |
Resolution 8 | ||||||
To re-elect Paul Wilson as a Non-Executive Director. | 202,643,991 | 99.87% | 272,129 | 0.13% | 202,916,120 | 181,685 |
Resolution 9 | ||||||
To re-elect Michael Kellard as a Non-Executive Director. | 202,605,835 | 99.99% | 25,901 | 0.01% | 202,631,736 | 464,463 |
Resolution 10 | ||||||
To elect Simonetta Rigo as a Non-Executive Director. | 202,893,252 | 99.99% | 22,592 | 0.01% | 202,915,844 | 181,961 |
Resolution 11 | ||||||
To re-appoint Deloitte LLP as Auditor. | 201,813,790 | 99.74% | 529,837 | 0.26% | 202,343,627 | 754,178 |
Resolution 12 | ||||||
To authorise the Directors to determine the remuneration of the Auditors. | 201,512,775 | 99.51% | 982,807 | 0.49% | 202,495,582 | 602,223 |
Resolution 13 | ||||||
To approve the payment by the Company of a final dividend of 12.0 pence per ordinary share in respect of the year ended 30 September 2018. | 201,343,637
| 99.14%
| 1,752,689
| 0.86%
| 203,096,326
| 1,479
|
Resolution 14 | ||||||
To approve the Brewin Dolphin Deferred Profit Share Plan 2019. | 202,465,095 | 99.79% | 426,940 | 0.21% | 202,892,035 | 205,770 |
Resolution 15 | ||||||
To authorise political donations and expenditure. | 195,727,855 | 96.38% | 7,341,188 | 3.62% | 203,069,043 | 28,762 |
Resolution 16 | ||||||
To authorise the Directors to allot ordinary shares. | 200,440,616 | 98.77% | 2,495,885 | 1.23% | 202,936,501 | 161,304 |
Resolution 17 | ||||||
To dis-apply statutory pre-emption rights up to 5%. | 198,148,505 | 97.66% | 4,755,089 | 2.34% | 202,903,594 | 194,211 |
Resolution 18 | ||||||
To dis-apply statutory pre-emption rights up to a further 5% in connection with an acquisition or specified capital investment. | 192,071,506
| 94.66%
| 10,835,280
| 5.34%
| 202,906,786
| 186,939
|
Resolution 19 | ||||||
To authorise the Company to purchase its own shares in the market. | 202,906,062 | 99.97% | 62,585 | 0.03% | 202,968,647 | 129,158 |
Resolution 20 | ||||||
Subject to the approval of the Court, to cancel the Company's share premium account. | 202,824,973 | 100.00% | 8,720 | 0.00% | 202,833,693 | 264,112 |
Resolution 21 | ||||||
To call a general meeting on 14 clear days' notice. | 197,369,507 | 97.18% | 5,718,922 | 2.82% | 203,088,429 | 9,376 |
Notes:
1. The above is a summary of the resolutions passed; full text of the resolutions can be found in the Notice of the Meeting which can be found on the company's website www.brewin.co.uk
2. Resolutions 1 to 16 were passed as Ordinary Resolutions and Resolutions 17 to 21 were passed as Special Resolutions.
3. Resolution 20 approved the cancellation of the Company's share premium account. This remains subject to the approval of the Court and an application will be made to the Court in this regard. A further announcement will be issued in due course.
4. Any proxy appointments which gave discretion to the Chairman have been included in the "for" total.
5. It should be noted that the appointment of a proxy is not an unequivocally precise indicator of the way that the shareholder would have voted on a poll, it merely reflects their intention at the time the instruction was given. Voting instructions can be changed at any time prior to a poll being demanded and a shareholder, having lodged a proxy, is still entitled to attend the Meeting and having heard/participated in the debate vote their shares themselves as they see fit.
6. The "vote withheld" totals indicate those members who have abstained on a particular resolution. "Vote withheld" is not a vote in law and has not been counted in the calculation of the proportion of votes "for" and "against" a resolution.
7. In accordance with Listing Rule 9.6.2 copies of the special resolutions passed by the Company at its Annual General Meeting have been submitted to FCA's National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM
For further information contact:
Tiffany Brill
Company Secretary
Brewin Dolphin Holdings PLC
020 7248 4400
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