2018 resolutions and results
Croda International Plc (the “Company”) has today posted notice of its Annual General Meeting (“AGM”) to shareholders who elected to continue receiving documents from the Company in hard copy form.
The matters set out in the notice of meeting can be viewed in the copy of the notice here.
In accordance with section 311A of the Companies Act 2006, the Company confirms the following:-
The Company’s issued share capital as at 19 March 2018 consists of:-
- 135,124,108 ordinary shares of 10.357143p each of which 3,481,087 are held in treasury;
- 615,562 5.9% cumulative preference shares of £1 each;
- 498,434 6.6% cumulative preference shares of £1 each; and
- 21,900 7.5% cumulative preference shares of £1 each.
- The total number of shares in the Company in respect of which members are entitled to exercise voting rights at the meeting is 131,643,021 votes, being holders of the ordinary shares of 10.357143p each.
No members’ statements, members’ resolutions or members’ matters of business have been received by the Company.
The ninety-third Annual General Meeting of Croda International Plc (the "Company") was held at the Pavilions of Harrogate, Great Yorkshire Showground, North Yorkshire HG2 8QZ on Wednesday 25 April 2018.
All of the resolutions were voted upon by poll and were passed by shareholders. The total number of ordinary shares in issue: 131,643,021 (excluding shares held in treasury).
The results of the poll for each resolution are as follows:
|No of shares||% of shares voted||No of shares||% of shares voted||No of shares|
|1. To receive the financial statements of the Company and the Group and the reports of the directors and auditors for the year ended 31 December 2017||90,221,483||99.65||313,434||0.35||577,974|
|2. To approve the Directors' Remuneration Report for the year ended 31 December 2017, in accordance with s439 of the Companies Act 2006||83,007,615||91.28||7,929,552||8.72||175,048|
|3. To declare a final dividend of 46.0 pence per ordinary share||90,328,398||99.95||44,488||0.05||740,005|
|4. To re-elect A M Ferguson as a director||87,787,600||96.53||3,156,628||3.47||168,465|
|5. To re-elect S E Foots as a director||88,283,418||97.07||2,662,212||2.93||167,063|
|6. To re-elect A M Frew as a director||88,059,479||96.83||2,881,108||3.17||172,105|
|7. To re-elect H L Ganczakowski as a director||89,634,712||98.60||1,274,186||1.40||206,795|
|8. To re-elect K Layden as a director||85,271,380||93.78||5,658,048||6.22||183,264|
|9. To re-elect J K Maiden as a director||87,670,123||96.40||3,275,766||3.60||167,077|
|10. To re-elect S G Williams as a director||88,918,516||97.77||2,024,168||2.23||170,009|
|11. To appoint KPMG LLP as auditors of the Company||90,827,305||99.87||117,656||0.13||167,930|
|12. To authorise the Audit Committee to determine the auditors' remuneration||90,872,329||99.92||70,434||0.08||169,073|
|13. Political donations||89,221,491||98.59||1,273,451||1.41||617,949|
|14. To authorise the directors to allot relevant securities up to two thirds of its issued share capital||80,741,977||88.78||10,203,393||11.22||166,466|
|15. To authorise the directors to allot equity securities without pre-emptive rights up to an aggregate nominal amount of £680,427||90,812,083||99.91||83,886||0.09||216,922|
|16. To authorise the directors to allot equity securities without pre-emptive rights up to an additional aggregate nominal amount of £680,427||89,486,018||98.45||1,408,397||1.55||217,420|
|17. To authorise market purchase of own shares up to a maximum of 13,139,279 ordinary shares||90,251,476||99.29||649,079||0.71||212,335|
|18. That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice||83,016,483||91.72||7,495,907||8.28||600,501|