Company Announcements

RNS Number : 5462T
Micro Focus International plc
25 March 2021
 

25 March 2021

 

 

Micro Focus International plc

 

 

Results of Annual General Meeting

 

 

The Annual General Meeting (the "Meeting") of Micro Focus International plc (the "Company, "Micro Focus", LSE: MCRO.L) was held at The Lawn, 22-30 Old Bath Road, Newbury, Berkshire, RG14 1QN at 3.00 p.m. on Thursday 25 March 2021.

 

 

All resolutions put to the Meeting as set out in the Notice of Annual General Meeting were voted on by means of a poll.  The voting results below show the total of all the votes cast on a poll.  The poll results will also be posted on the Company's website.

 

Resolution  (No. as noted on proxy form)

Votes For

%

Votes Against

%

Total Votes Cast (Excluding Votes Withheld / Abstentions)

% of Issued Share Capital Voted

Votes Withheld / Abstentions

1.     To receive the Company's accounts, together with the reports of the directors of the Company and the auditors for the year ended 31 October 2020

211,271,667

99.83

349,267

0.17

211,620,934

63.10

2,215,134

2.     To declare a final dividend of 15.5 cents per ordinary share for the year ended 31 October 2020

212,662,240

99.98

48,789

0.02

212,711,029

63.42

1,125,040

3.     To approve the Directors' Remuneration report for the year ended 31 October 2020

204,671,466

96.66

7,067,012

3.34

211,738,478

63.13

2,097,591

4.     To re-elect Greg Lock as a Director

192,838,195

90.91

19,277,613

9.09

212,115,808

63.24

1,720,260

5.     To re-elect Stephen Murdoch as a Director

212,681,940

99.71

611,329

0.29

213,293,269

63.59

542,800

6.     To re-elect Brian McArthur-Muscroft as a Director

211,660,569

99.24

1,616,255

0.76

213,276,824

63.59

559,245

7.     To re-elect Karen Slatford as a Director

176,699,230

82.85

36,581,790

17.15

213,281,020

63.59

555,048

8.     To re-elect Richard Atkins as a Director

212,333,587

99.56

940,767

0.44

213,274,354

63.59

561,715

9.     To re-elect Amanda Brown as a Director

206,814,610

96.97

6,463,339

3.03

213,277,949

63.59

558,120

10.   To re-elect Lawton Fitt as a Director

203,803,824

95.56

9,472,872

4.44

213,276,696

63.59

559,373

11.   To elect Robert Youngjohns as a Director

213,037,627

99.89

242,465

0.11

213,280,092

63.59

555,977

12.   To elect Sander van 't Noordende as a Director

213,027,135

99.88

248,056

0.12

213,275,191

63.59

560,878

13.   To re-appoint KPMG LLP as auditors

213,156,494

99.91

184,942

0.09

213,341,436

63.61

494,632

14.   To authorise the Directors to determine the remuneration of the auditors

212,818,055

99.76

510,290

0.24

213,328,345

63.60

507,723

15.   To authorise the Directors to allot ordinary shares

207,525,090

97.18

6,018,583

2.82

213,543,673

63.67

292,396

16.   To empower the Directors to allot ordinary shares on a non pre-emptive basis*

209,339,304

98.03

4,217,395

1.97

213,556,699

63.67

279,370

17.   To empower the Directors to allot ordinary shares on a non pre-emptive basis for acquisitions or capital investments*

186,474,736

87.33

27,048,867

12.67

213,523,603

63.66

312,465

18.   To authorise the Company to purchase its own shares*

211,312,947

99.05

2,035,850

0.95

213,348,797

63.61

487,271

19.   To authorise the Company to hold general meetings (other than annual general meetings) on 14 clear days' notice*

206,977,263

97.02

6,347,232

2.98

213,324,495

63.60

511,574

* Passed as special resolutions.

Notes:

1.    The total number of ordinary shares of £0.10 each in the capital of the Company (excluding shares held in treasury) on the shareholder register at 6.30 p.m. (UK time) on 23 March 2021, being those eligible to be voted on at the Meeting, was 335,395,596.

2.    For the purposes of section 341 of the Companies Act 2006, the total votes cast amounted to 213,556,699 representing 63.67 per cent of the issued share capital.

3.    Any proxy appointments which gave discretion to the Chairman have been included in the "Votes For" total.

4.    A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the "Votes For" and "Votes Against" a resolution.

 

 

None of the resolutions put before the meeting are considered to be resolutions which do not constitute ordinary business. The full text of the resolutions is shown in the Notice of Meeting which is available on our website at https://www.microfocus.com/media/investors-report/2021-notice-of-general-meeting-report.pdf

 

Enquiries:

Micro Focus                                                         Tel: +44 (0)1635 32646

Stephen Murdoch, CEO                                     Investors@microfocus.com

Brian McArthur-Muscroft, CFO

Ben Donnelly, Head of Investor relations

 

 

Brunswick                                                           Tel: +44 (0) 20 7404 5959

Sarah West                                                           MicroFocus@brunswickgroup.com

Jonathan Glass   

 

 

 

Notes to Editors:

About Micro Focus

Micro Focus (LSE: MCRO.L, NYSE: MFGP) is a global enterprise software company supporting the technology needs and challenges of the Global 2000.  Our solutions help organizations leverage existing IT investments, enterprise applications and emerging technologies to address complex, rapidly evolving business requirements while protecting corporate information at all times. Our product portfolios are Security, IT Operations Management, Application Delivery Management, Information Management & Governance and Application Modernization & Connectivity. For more information, visit: www.microfocus.com

 

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