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Resolutions passed at 2024 annual general meeting
SHAFTESBURY CAPITAL PLC
(Incorporated and registered in the United Kingdom
with Registration Number 07145051 and
registered in South Africa as an external company
with Registration Number 2010/003387/10)
JSE code: SHC ISIN: GB00B62G9D36
LEI: 549300TTXXZ1SHUI0D54
(the "Company" or "Shaftesbury Capital")
RESOLUTIONS PASSED AT 2024 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company's 2024 Annual General Meeting held on 23 May
2024 are as follows:
Total votes % of
cast issued
(excluding share
Resolutions For: % Against: % withheld): capital Withheld:
1. To receive the 1,487,780,241 99.98 250,810 0.02 1,488,031,051 76.19% 9,271,911
accounts and
reports of the
Directors and the
Auditors for the
year ended 31
December 2023
2. To declare a final 1,488,520,869 99.68 4,740,633 0.32 1,493,261,502 76.45% 4,041,460
cash dividend for
the year ended
31 December
2023 of 1.65
pence per
ordinary share.
3. To approve the 1,429,850,274 97.06 43,345,551 2.94 1,473,195,825 75.43% 24,106,616
Directors'
Remuneration
Report for the
year ended 31
December 2023
(other than the
Directors'
Remuneration
Policy)
4. To re-elect 1,332,861,025 89.88 150,003,822 10.12 1,482,864,847 75.92% 14,438,115
Jonathan Nicholls
as a Director
5. To re-elect Ian 1,465,609,547 98.84 17,229,798 1.16 1,482,839,345 75.92% 14,463,617
Hawksworth as a
Director
6. To re-elect Situl 1,465,505,275 98.83 17,333,653 1.17 1,482,838,928 75.92% 14,464,034
Jobanputra as a
Director
7. To re-elect 1,414,635,986 95.41 67,997,421 4.59 1,482,633,407 75.91% 14,669,555
Richard Akers as
a Director
8. To re-elect Ruth 1,431,295,956 96.54 51,312,454 3.46 1,482,608,410 75.91% 14,694,552
Anderson as a
Director
9. To re-elect 1,464,563,647 99.08 13,599,663 0.92 1,478,163,310 75.68% 19,139,652
Charlotte Boyle
as a Director
10. To re-appoint 1,399,289,829 93.73 93,662,489 6.27 1,492,952,318 76.44% 4,350,644
Pricewaterhouse
Coopers LLP as
Auditors
11. To authorise the 1,480,845,319 99.19 12,131,431 0.81 1,492,976,750 76.44% 4,325,691
Audit Committee
of the Board to
determine the
Auditor's
remuneration
12. To authorise the 1,339,842,713 90.64 138,348,029 9.36 1,478,190,742 75.68% 19,112,220
Directors to allot
the unissued
share capital up
to a specified
amount (s.551)
(Companies Act
2006)
13. Special 1,382,288,007 93.23 100,347,486 6.77 1,482,635,493 75.91% 14,667,469
Resolution: To
disapply pre-
emption
provisions of
s.561(1) of the
Companies Act
2006 up to the
extent specified
14. Special 1,334,529,883 90.57 139,024,304 9.43 1,473,554,187 75.44% 23,748,775
Resolution: To
disapply pre-
emption
provisions of
s.561(1) of the
Companies Act
2006 up to the
additional extent
specified
15. Special 1,486,846,038 99.70 4,531,546 0.30 1,491,377,584 76.36% 5,925,378
Resolution: To
authorise the
Company to
purchase its own
shares
16. Special 1,412,689,571 95.27 70,136,454 4.73 1,482,826,025 75.92% 14,476,937
Resolution: To
allow General
Meetings (other
than AGMs) to be
held on 14 clear
days' notice
Notes:
1. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.
2. A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes for or
against a resolution.
3. The total issued share capital and total number of voting rights is: 1,953,170,495 ordinary shares. Every
shareholder has one vote for every ordinary share held. This figure includes 128,350,796 ordinary shares in
issue, held as security by a group entity under the terms of the £275 million exchangeable bond which will not
vote whilst held by a group entity. On average 75.97% (1,483,809,358 ordinary shares) of the total number of
voting rights voted. The percentage of shares voted, once the 128,350,796 ordinary shares held as security by a
group entity under the terms of the £275 million exchangeable bond have been excluded was approximately
81.31%.
In accordance with paragraph 9.6.2 of the Listing Rules, copies of the resolutions passed at the meeting, other than
resolutions concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be
available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Enquiries:
Desna Martin
Group Company Secretary
Telephone: +44 20 3214 9155
23 May 2024
Sponsor
Java Capital
Date: 23-05-2024 05:45:00
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