16 January 2025
Smiths News PLC
Result of 2025 Annual General Meeting
Smiths News, (LSE: SNWS), the UK's largest news wholesaler and a leading provider of early morning end-to-end supply chain solutions, announces that at its Annual General Meeting (AGM) held at 11.30am today all resolutions put to the meeting were duly passed by shareholders by way of a poll. The voting results are shown below.
| Resolution | For | Against | Withheld | |||
| No. of votes | % | No. of votes | % | No. of votes | ||
| 1 | To receive the Annual Report and Accounts for the 53-week period ended 31 August 2024 | 135,338,059 | 100.00% | 3,031 | 0.00% | 132,021 |
| 2 | To approve the directors' remuneration report for the 53-week period ended 31 August 2024 | 132,074,855 | 97.72% | 3,082,124 | 2.28% | 316,132 |
| 3 | To declare a final ordinary dividend | 135,464,571 | 100.00% | 3,003 | 0.00% | 5,537 |
| 4 | To declare a special dividend | 135,457,339 | 100.00% | 3,204 | 0.00% | 12,568 |
| 5 | To re-elect David Blackwood | 129,172,982 | 95.38% | 6,255,497 | 4.62% | 44,632 |
| 6 | To re-elect Jonathan Bunting | 134,704,407 | 99.46% | 731,786 | 0.54% | 36,918 |
| 7 | To re-elect Michael Holt | 132,494,662 | 97.83% | 2,940,856 | 2.17% | 37,593 |
| 8 | To re-elect Mark Whiteling | 112,820,027 | 83.30% | 22,618,491 | 16.70% | 34,593 |
| 9 | To re-elect Paul Baker | 134,705,369 | 99.46% | 730,233 | 0.54% | 37,509 |
| 10 | To re-elect Deborah Rabey | 133,260,194 | 98.39% | 2,178,324 | 1.61% | 34,593 |
| 11 | To re-appoint the auditor | 135,050,838 | 99.92% | 106,509 | 0.08% | 315,764 |
| 12 | To authorise the Audit Committee to determine the auditor's remuneration | 135,330,940 | 99.91% | 122,833 | 0.09% | 19,338 |
| 13 | Authority to make political donations | 102,351,270 | 81.82% | 22,749,314 | 18.18% | 10,372,527 |
| 14 | Authority to allot shares | 124,658,413 | 92.11% | 10,680,583 | 7.89% | 134,115 |
| 15 | Authority to partially disapply pre-emption rights* | 134,370,917 | 99.30% | 953,974 | 0.70% | 148,220 |
| 16 | Authority to make market purchases of ordinary shares* | 135,223,433 | 99.83% | 236,565 | 0.17% | 13,113 |
| 17 | Authority to call general meetings (other than the AGM) on 14 clear days' notice* | 134,671,257 | 99.43% | 773,755 | 0.57% | 28,099 |
| 18 | Authority to amend the Articles of Association* | 124,492,629 | 99.78% | 270,206 | 0.22% | 10,710,276 |
* Special resolution requiring 75% majority of those votes cast at the meeting.
Notes:
1. Percentages are rounded to two decimal places.
2. Where shareholders appointed the Chairman as their proxy with discretion as to voting, their votes were cast in favour of the resolutions and have been included in the "For" total.
3. A "vote withheld" is not a vote in law and is not counted in the calculation of the percentages of the votes cast for and against a resolution.
4. The number of votes validly cast were in respect of 135,467,574 shares, representing 54.70% of the 247,659,200 issued share capital of the Company, being the total number of shares in issue at 6.30pm on 15th January 2025.
5. The full text of all of the resolutions is set out in the Notice of AGM dated 12 December 2024 which is available on the Company's website. Resolutions 15, 16, 17 and 18 were special resolutions, requiring 75% majority of those votes cast at the meeting.
6. In accordance with Listing Rule 9.6.2, a copy of the special business passed at the AGM, being resolutions 14, 15, 16, 17 and 18, has been submitted to the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
7. The results of the AGM voting will also be made available on the Company's website at https://www.smithsnews.co.uk/investor-zone
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