TIDMREC

RNS Number : 7253G

Record PLC

25 July 2019

RECORD PLC

("Record" or "the Company")

Notification of shareholder resolutions at

2019 Annual General Meeting

in compliance with Listing Rule 9.6.18R

25 July 2019

Record plc held its Annual General Meeting at 10.00 a.m. on 25 July 2019 at Morgan House, Madeira Walk, Windsor SL4 1EP.

All of the eighteen resolutions set out in the Notice of Annual General Meeting ("AGM Notice") sent to shareholders on 24 June 2019 were passed. The following is a summary of the proxy votes that were received by the Company's registrars:

 
                                         Votes                 Votes           Total votes       Votes 
                                          For                  Against            cast as       Withheld 
                                       (including                              a % of Record 
                                     Discretionary)                             plc issued 
                                                                                 ordinary 
                                                                                  shares 
 Resolution                        Number       % of      Number      % of                      Number 
                                      of        votes        of       votes          %             of 
                                    votes        cast      votes      cast                       votes 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 1. To receive and 
  adopt the Annual 
  Report & Accounts 
  of the Company for 
  the year ended 31 
  March 2019.                    131,185,389    99.99%       8,192    0.01%           65.91%      10,000 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 2. To approve the 
  Directors' Remuneration 
  Report (excluding 
  the Directors' Remuneration 
  Policy) as set out 
  in the Annual Report 
  & Accounts of the 
  Company.                       127,826,567    97.46%   3,335,014    2.54%           65.89%      42,000 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 3. To declare a 
  final dividend of 
  1.15 pence per ordinary 
  share of GBP0.00025 
  in the 
  capital of the 
  Company.                       131,193,526   100.00%          55    0.00%           65.91%      10,000 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 4. To re-elect Neil 
  Record as a director 
  of the Company.                131,192,164   100.00%       1,417    0.00%           65.91%      10,000 
 5. To re-elect James 
  Wood-Collins as 
  a director of the 
  Company.                       128,309,402    97.80%   2,884,179    2.20%           65.91%      10,000 
 6. To re-elect Steve 
  Cullen as a director 
  of the Company.                128,315,402    97.81%   2,878,179    2.19%           65.91%      10,000 
 7. To re-elect Bob 
  Noyen as a director 
  of the Company.                128,314,340    97.81%   2,879,241    2.19%           65.91%      10,000 
 8. To re-elect Leslie 
  Hill as a director 
  of the Company.                128,314,640    97.81%   2,878,941    2.19%           65.91%      10,000 
 9. To re-elect Jane 
  Tufnell as a director 
  of the Company.                131,058,970    99.90%     134,611    0.10%           65.91%      10,000 
 10. To re-elect 
  Rosemary Hilary 
  as a director of 
  the Company.                   130,872,875    99.76%     320,706    0.24%           65.91%      10,000 
 11. To re-elect 
  Tim Edwards as a 
  director of the 
  Company.                       129,490,750    99.30%     917,907    0.70%           65.51%     794,924 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 12. To re-appoint 
  PricewaterhouseCoopers 
  LLP as auditor of 
  the Company to hold 
  office from the 
  conclusion of the 
  AGM until the conclusion 
  of the next meeting 
  of the Company at 
  which the accounts 
  are laid.                      130,829,523    99.74%     335,006    0.26%           65.89%      39,052 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 13. To authorise 
  the directors of 
  the Company to determine 
  the auditor's remuneration.    127,835,332    97.46%   3,334,197    2.54%           65.90%      34,052 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 14. To authorise 
  the Directors to 
  allot Ordinary Shares 
  on the terms set 
  out in the AGM Notice.         131,149,572    99.99%      11,335    0.01%           65.89%      42,674 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 15. To disapply 
  statutory pre-emption 
  rights on the terms 
  set out in the AGM 
  Notice.                        131,129,007    99.99%      16,900    0.01%           65.88%      57,674 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 16. To disapply 
  statutory pre-emption 
  rights in connection 
  with an acquisition 
  or other capita 
  investment on the 
  terms set out in 
  the AGM Notice.                131,129,007    99.99%      16,900    0.01%           65.88%      57,674 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 17. To authorise 
  the Company to purchase 
  its own shares on 
  the terms set out 
  in the AGM Notice.             131,156,650    99.97%      36,257    0.03%           65.91%      10,674 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 18. To permit general 
  meetings 
  of the Company 
  (other than annual 
  general meetings) 
  to be called on 
  not less than 14 
  clear days' notice.            131,178,138    99.99%      15,300    0.01%           65.91%      10,143 
                                ------------  --------  ----------  -------  ---------------  ---------- 
 

VOTES OF SHAREHOLDERS EXCLUDING CONTROLLING SHAREHOLDERS

 
                               Votes               Votes          Total votes       Votes 
                                For                Against           cast as       Withheld 
                             (including                           a % of Record 
                           Discretionary)                          plc issued 
                                                                    ordinary 
                                                                     shares 
 Resolution               Number      % of    Number     % of                      Number 
                            of        votes      of      votes          %             of 
                           votes      cast     votes     cast                       votes 
                       -----------  -------  --------  -------  ---------------  ---------- 
 9. To re-elect Jane 
  Tufnell as 
  a director of the 
  Company.              68,662,429   99.80%   134,611    0.20%           34.56%      10,000 
                       -----------  -------  --------  -------  ---------------  ---------- 
 10. To re-elect 
  Rosemary Hilary 
  as a director of 
  the Company.          68,476,334   99.53%   320,706    0.47%           34.56%      10,000 
                       -----------  -------  --------  -------  ---------------  ---------- 
 11. To re-elect 
  Tim Edwards as 
  a director of the 
  Company.              67,094,209   98.65%   917,907    1.35%           34.17%     794,924 
                       -----------  -------  --------  -------  ---------------  ---------- 
 

As the Company has a controlling shareholder (as defined in the Financial Conduct Authority's Listing Rules), the resolutions to elect an independent director (being resolutions 9, 10 and 11) have, under Listing Rule 9.2.2E, been approved by a majority of the votes cast by:

   --      the shareholders of the Company as a whole; and 

-- the independent shareholders of the Company, that is, all the shareholders entitled to vote on each resolution excluding the controlling shareholder.

Note: A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.

All of the above resolutions were passed on a show of hands. Each was passed unanimously in favour. Resolutions 15, 16, 17 and 18 were passed as special resolutions.

The number of ordinary shares in issue at the date of this announcement is 199,054,325.

A copy of all the resolutions passed at the Annual General Meeting has been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/nsm.

For further information, please contact:

Record plc Tel: +44 (0) 1753 852 222

James Wood-Collins, Chief Executive Officer

Steve Cullen, Chief Finance Officer

MHP Tel: +44 (0) 20 3128 8100

Andrew Fleming record@mhpc.com

Ollie Hoare

Robert Collett-Creedy

Notes to Editors

Record is a specialist currency manager and provider of currency hedging services for institutional clients. Founded in 1983, Record has established a market leading position as a currency manager. Specifically, the Group has a leading position in managing Currency Hedging and Currency for Return for institutional clients.

The Group has four principal reporting lines:

- Dynamic Hedging, where Record seeks to eliminate the impact of currency movements on elements of clients' investment portfolios that are denominated in foreign currencies when these movements are expected to result in an economic loss to the client, but not to do so when they are expected to result in an economic gain;

- Passive Hedging, where Record seeks to eliminate fully or partially the economic impact of currency movements on elements of clients' investment portfolios that are denominated in foreign currencies;

- Currency for Return, in which Record enters into currency contracts for clients with the objective of generating positive returns; and

- Multi-Product, where the client mandate includes combined hedging and return-seeking objectives.

Record (LSE: REC) was admitted to trading on the main market of London Stock Exchange plc on 3 December 2007.

Record plc, Morgan House, Madeira Walk, Windsor, Berkshire SL4 1EP

LEI: 5493000VJ55ZTYGX4322

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END

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