The ninety-sixth Annual General Meeting of Croda International Plc (the "Company") was held at Cowick Hall, Snaith, Goole, East Yorkshire, DN14 9AA on Friday 21 May 2021.

All of the resolutions were voted upon by poll and were passed by shareholders.  The total number of ordinary shares in issue:  139,518,681 (excluding shares held in treasury). 

5.9% and 6.6% Cumulative Preference shareholders were entitled to vote on resolution 20.  The total number of 5.9% preference shares in issue:  615,562, 6.6% preference shares in issue 498,434.

The results of the poll for each resolution are as follows: 

 

Resolution

Votes For

Against

Withheld

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 2020

110,448,152

99.99

313

0.01

    64,142

2. To approve the Directors' Remuneration Report for the year ended 31 December 2020, in accordance with section 439 of the Companies Act 2006

109,189,937

98.82

1,306,221

1.18

    16,449

3. To declare a final dividend of 51.5 pence per ordinary share

108,033,109

97.77

2,465,657

2.23

    13,841

4. To re-elect R Cirillo as a director

105,675,761

95.64

4,819,655

4.36

     17,191

5. To re-elect J P C Ferguson as a director

106,840,294

96.69

3,655,122

3.31

     17,191

6. To re-elect S E Foots as a director

108,334,110

98.04

2,161,118

1.96

     17,379

7. To re-elect A M Frew as a director

102,155,463

94.28

6,203,154

5.72

2,153,990

8. To re-elect H L Ganczakowski as a director

106,841,432

96.69

3,652,742

3.31

     16,433

9. To re-elect K Layden as a director

103,990,358

94.13

6,488,191

5.87

     34,058

10. To re-elect J K Maiden as a director

108,204,190

97.93

2,291,226

2.07

     17,191

11. To re-elect J Ramsay as a director

104,835,007

94.88

5,660,409

5.12

     17,191

12. To re-appoint KPMG LLP as auditors of the Company

110,188,861

99.72

   308,481

0.28

     15,265

13. To authorise the Audit Committee to determine the auditors' remuneration

110,488,465

 99.99

     10,097

0.01

     14,045

14. Political donations

105,742,755

95.75

4,688,119

4.25

     80,928

15. To authorise the directors to allot relevant securities up to two thirds of its issued share capital

100,083,874

90.58

10,411,400

9.42

     16,528

16. To authorise the directors to allot equity securities without pre-emptive rights up to an aggregate nominal amount of £740,130

107,966,010

97.98

2,228,295

2.02

   317,497

17. To authorise the directors to allot equity securities without pre-emptive rights up to an additional aggregate nominal amount of £740,130

108,897,440

98.82

1,298,680

1.18

   314,978

18. To authorise market purchase of own shares up to a maximum of 13,951,868 ordinary shares

107,519,755

97.73

2,503,015

2.27

   489,837

19. That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice

101,262,924

91.64

9,235,090

8.36

   14,592

20. Approval and adoption of new articles of association

109,292,002

99.70

324,601

0.30

  896,004

 

Resolutions 1 to 15 (inclusive) were passed as ordinary resolutions and resolutions 16 to 20 (inclusive) were passed as special resolutions.  The full text of the resolutions is set out in the Notice of Annual General Meeting, a copy of which is on the Company's website (investor centre) and has also been made available for inspection through the National Storage Mechanism which can be found at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

Tom Brophy

Group General Counsel & Company Secretary

21 May 2021