Company Announcements

RNS Number : 6510G
Micro Focus International plc
30 March 2022
 

30 March 2022

 

 

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 3.00pm on Wednesday 30 March 2022.

 

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 2021

229,348,436

99.81

434,325

0.19

229,782,761

68.42

1,547,645

2.     To declare a final dividend of 20.3 cents per ordinary share for the year ended 31 October 2021

231,141,462

99.97

74,689

0.03

231,216,151

68.85

114,255

3.     To approve the Directors' Remuneration report for the year ended 31 October 2021

212,169,591

92.57

17,021,457

7.43

229,191,048

68.24

2,140,357

4.     To elect Matt Ashley as a Director

229,895,936

99.49

1,168,777

0.51

231,064,713

68.80

266,684

5.     To elect Pauline Campbell as a Director

230,418,215

99.72

653,782

0.28

231,071,997

68.80

259,400

6.     To re-elect Greg Lock as a Director

217,959,114

94.81

11,936,812

5.19

229,895,926

68.45

1,435,479

7.     To re-elect Stephen Murdoch as a Director

230,246,532

99.62

876,765

0.38

231,123,297

68.82

208,108

8.     To re-elect Richard Atkins as a Director

228,415,006

98.85

2,655,234

1.15

231,070,240

68.80

261,166

9.     To re-elect Amanda Brown as a Director

220,300,052

96.12

8,892,501

3.88

229,192,553

68.24

2,138,853

10.   To re-elect Lawton Fitt as a Director

211,363,803

91.47

19,698,769

8.53

231,062,572

68.80

268,834

11.   To re-elect Robert Youngjohns as a Director

228,394,160

98.85

2,666,775

1.15

231,060,935

68.80

270,470

12.   To re-appoint KPMG LLP as auditors

229,526,027

99.29

1,645,740

0.71

231,171,767

68.83

159,638

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

230,460,655

99.70

700,007

0.30

231,160,662

68.83

170,744

14.   To authorise the Directors to allot ordinary shares

227,483,134

98.42

3,645,943

1.58

231,129,077

68.82

202,329

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

230,201,890

99.61

892,629

0.39

231,094,519

68.81

236,886

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

219,344,405

94.92

11,729,032

5.08

231,073,437

68.80

257,968

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

229,969,951

99.51

1,136,399

0.49

231,106,350

68.81

225,056

18.   To adopt new Articles of Association of the Company*

230,288,035

99.67

756,322

0.33

231,044,357

68.79

287,048

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

218,850,794

94.69

12,277,381

5.31

231,128,175

68.82

203,199

* 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 28 March 2022, being those eligible to be voted on at the Meeting, was 335,846,622.

2.    All resolutions were passed.

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.

 

 

In accordance with Listing Rule 9.6.2, a copy of Resolutions 14 to 19 (inclusive), passed as Special Business at the Annual General Meeting, have been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

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/2022-notice-of-general-meeting-report.pdf

 

 

 

Enquiries:

Micro Focus                                                            Tel: +44 (0)1635 32646

Stephen Murdoch, CEO                                           Investors@microfocus.com 

Matt Ashley, 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 

LEI: 213800F8E4X648142844 

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