("
Result of Annual General Meeting
The Annual General Meeting of
For information, the following table shows the total votes cast by proxy voting on the resolutions that were put to the meeting. The total number of ordinary shares in issue is 23,681,754 (excluding shares held in treasury).
Resolution number Resolution In Favour Against Withheld
description
Votes %age Votes %age Votes
To receive the
reports and
1 audited accounts 16,361,368 99.99 28 0.01 25,000
for the year ended
31 December 2023
To re-elect Polly
2 Williams as a 16,326,368 99.63 60,028 0.37 0
Director
To re-elect Sandra
3 Breene as a 16,326,368 99.63 60,028 0.37 0
Director
To re-elect Amina
4 Hamidi as a 16,326,368 99.63 60,028 0.37 0
Director
To re-elect Gavin
5 Griggs as a 16,326,368 99.63 60,028 0.37 0
Director
6 To re-elect Jamie 16,301,270 99.48 85,126 0.52 0
Pike as a Director
To re-elect
7 Pauline Lafferty 16,010,806 97.71 375,590 2.29 0
as a Director
8 To re-elect Andy 15,867,780 99.62 60,407 0.38 0
Sng as a Director
9 To re-elect Matt 15,867,780 99.62 60,407 0.38 0
Webb as a Director
To reappoint PwC
10 LLP as Auditor of 16,280,071 99.35 106,325 0.65 0
the Company
To authorise the
Directors to
11 determine the 16,385,939 99.99 457 0.01 0
Auditor's
remuneration
To receive and
adopt the
Directors'
12 Remuneration 14,903,242 90.95 1,483,154 9.05 0
Report for the
year ended 31
December 2023
To approve the
13 Directors' fees of 16,325,089 99.63 61,307 0.37 0
up to £600,000
To authorise the
Directors to allot
14 shares up to two 12,416,574 75.89 3,944,822 24.11 25,000
thirds of the
Company's issued
share capital
To authorise the
Directors to allot
15 ordinary shares on 16,224,579 99.01 161,817 0.99 0
a non pre-emptive
basis
To authorise the
Directors to allot
ordinary shares on
16 a non pre-emptive 14,293,280 87.23 2,093,116 12.77 0
basis for
acquisitions or
capital
investments
To authorise the
17 Company to 16,300,781 99.48 85,565 0.52 50
purchase its own
shares
The Board notes that Resolution 14, the authority for the Directors to allot shares up to two thirds of the Company's issued share capital, was passed with 24.11% of votes cast against. The Company intends to consult with shareholders to understand the reasons behind this outcome.
An update on the engagement with shareholders on Resolution 14, and on any action taken as a result, will be published within six months of today's AGM, in accordance with the
Notes:
1. Resolutions 1 to 14 (inclusive) were passed as ordinary resolutions and
resolutions 15 to 17 (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
https://corporate.xppower.com/investors/general-meetings 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.
2. The total votes cast amounted to 16,386,396, representing 69.19 per cent of
the Company's issued share capital (excluding shares held in treasury).
3. Any proxy appointments which gave discretion to the Chairman have been
included in the "Votes In Favour" total.
4. A "Vote Withheld" is not a vote in law and is not counted in the
calculation of the proportion for the "Votes In Favour" and "Votes Against"
a resolution.
Enquiries:
XP Power
Ruth Cartwright , Company Secretary +44 (0)118 984 5515
Citigate Dewe Rogerson
Kevin Smith/Lucy Gibbs +44 (0)207 638 9571
