Result of AGM
Updated : 10:00
Paragon Banking Group PLC:
Result of Annual General Meeting
The Annual General Meeting ("AGM") of Paragon Banking Group PLC (the "Company") was held today at 9.00am at the offices of Jefferies International Limited, Vintners Place, 68 Upper Thames Street, London, EC4V 3BJ.
All resolutions were passed on a poll and the polling results for each resolution are set out below:
Resolutions | Votes For | % of Votes Cast For | Votes Against | % of Votes Cast Against | Votes Total | % of ISC Voted | Votes |
1. To receive and consider the Company's Annual Report and Accounts for the year ended 30 September 2018, the Strategic Report and the Reports of the Directors and the Auditors.
| 204,257,955 | 99.99 | 25,364 | 0.01 | 204,283,319 | 78.29 | 136,832 |
2. To consider and approve the Directors' Remuneration Report for the year ended 30 September 2018.
| 170,875,932 | 86.36 | 26,986,282 | 13.64 | 197,862,214 | 75.83 | 6,557,937 |
3. To declare a final dividend of 13.9p per ordinary share.
| 204,419,111 | 100.00 | 0 | 0.00 | 204,419,111 | 78.34 | 1,040 |
4. To reappoint as a director of the Company Fiona Clutterbuck.
| 196,471,808 | 99.17 | 1,638,627 | 0.83 | 198,110,435 | 75.92 | 6,309,716 |
5. To reappoint as a director of the Company Nigel Terrington.
| 203,356,976 | 99.48 | 1,062,860 | 0.52 | 204,419,836 | 78.34 | 315 |
6. To reappoint as a director of the Company Richard Woodman.
| 202,795,416 | 99.21 | 1,622,794 | 0.79 | 204,418,210 | 78.34 | 1,941 |
7. To reappoint as a director of the Company John Heron.
| 202,762,561 | 99.19 | 1,657,275 | 0.81 | 204,419,836 | 78.34 | 315 |
8. To reappoint as a director of the Company Peter Hartill.
| 203,501,845 | 99.56 | 906,628 | 0.44 | 204,408,473 | 78.34 | 11,678 |
9. To reappoint as a director of the Company Hugo Tudor.
| 202,302,456 | 99.43 | 1,165,326 | 0.57 | 203,467,782 | 77.98 | 952,369 |
10. To reappoint as a director of the Company Barbara Ridpath.
| 203,437,544 | 99.52 | 982,407 | 0.48 | 204,419,951 | 78.34 | 200 |
11. To reappoint as a director of the Company Finlay Williamson.
| 203,734,854 | 99.67 | 684,057 | 0.33 | 204,418,911 | 78.34 | 1,240 |
12. To reappoint as a director of the Company Graeme Yorston.
| 203,735,894 | 99.67 | 684,057 | 0.33 | 204,419,951 | 78.34 | 200 |
13. To reappoint KPMG LLP as auditors of the Company.
| 204,417,292 | 100.00 | 446 | 0.00 | 204,417,738 | 78.34 | 2,413 |
14. To authorise the directors to fix the remuneration of the auditors.
| 204,418,458 | 100.00 | 200 | 0.00 | 204,418,658 | 78.34 | 1,493 |
15. THAT the Board is generally and unconditionally authorised to allot shares in the Company.
| 204,382,850 | 99.99 | 14,255 | 0.01 | 204,397,105 | 78.33 | 23,046 |
16. THAT, the Board be authorised to disapply pre-emption rights on up to five percent of the issued share capital (excluding treasury shares).
| 204,379,372 | 99.98 | 38,813 | 0.02 | 204,418,185 | 78.34 | 1,966 |
17. THAT, the Board be authorised to disapply pre-emption rights on an additional five percent of the issued share capital (excluding treasury shares).
| 185,350,142 | 90.67 | 19,068,040 | 9.33 | 204,418,182 | 78.34 | 1,969 |
18. THAT the Company be authorised to make market purchases.
| 203,354,532 | 99.85 | 310,755 | 0.15 | 203,665,287 | 78.05 | 754,864 |
19. THAT, the Board be authorised to allot shares and grant rights to subscribe for or to convert any security into shares in connection with the issue of Additional Tier 1 Securities.
| 204,108,096 | 99.85 | 310,453 | 0.15 | 204,418,549 | 78.34 | 1,602 |
20. THAT, the Board be authorised to disapply pre-emption rights in relation to the issue of Additional Tier 1 Securities.
| 204,061,412 | 99.84 | 334,396 | 0.16 | 204,395,808 | 78.33 | 24,343 |
21. THAT, the rules of the Paragon Sharesave Plan 2019 and the principal terms be approved. | 203,864,125 | 99.73 | 552,750 | 0.27 | 204,416,875 | 78.34 | 3,276 |
22. THAT a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.
| 199,049,988 | 97.37 | 5,368,310 | 2.63 | 204,418,298 | 78.34 | 1,853 |
Notes:
(a) The votes "For" include those votes giving the Chairman discretion.
(b) A vote "Withheld" is not counted towards the votes cast "For" or "Against" a resolution.
(c) For resolutions 13 and 14 as the results are reported to two decimal places the percentage of votes "For" is shown as 100.00% and "Against" as 0.00% as there were insufficient votes lodged "Against" to register.
(d) The issued share capital figure used to calculate the percentage voted is 260,930,767. This is the figure as at 12 February 2019 and excludes the number of ordinary shares held in treasury on the Register of Members as at that date.
(e) Resolutions 1 to 15 (inclusive) and Resolutions 19 and 21 were ordinary resolutions. Resolutions 16, 17, 18, 20 and 22 were special resolutions.
The full text of all of the resolutions can be found in the Notice of Annual General Meeting which is available for viewing at the National Storage Mechanism at www.morningstar.co.uk/uk/NSM and at the Company's website, www.paragonbankinggroup.co.uk.
In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed at the meeting concerning special business (being resolutions numbered 15 - 22) will shortly be available for inspection at the National Storage Mechanism at www.morningstar.co.uk/uk/NSM.
Enquiries:
Pandora Sharp, Company Secretary
0121 712 2075
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