Company Announcements

Result of AGM

LEI: 213800ZBKL9BHSL2K459

12 May 2022

OSB GROUP PLC

(the Company)

Results of Annual General Meeting (AGM)

Results of AGM

Results of the proxy voting for the 2022 AGM held on Thursday, 12 May 2022.

All resolutions were passed by the requisite majority on a poll; resolutions 1 to 9 as ordinary resolutions and resolutions 10 to 14 as special resolutions.

The following proxy votes were cast in respect of the AGM resolutions:

Ordinary ResolutionsTotal votes For%Total votes Against%Total votes cast % of issued share capitalVotes withheld
      1To receive the Accounts and the Reports397,866,91299.9925,3140.01397,892,22689.29%1,318,751
      2To approve the Remuneration Report384,316,36996.4714,060,0403.53398,376,40989.40%834,568
      3To declare a final dividend399,210,327100.0000.00399,210,32789.58%650
      4(a)To elect Simon Walker398,616,16399.85591,2540.15399,207,41789.58%3,560
      4(b)To re-elect John Graham Allatt398,513,25199.83694,1660.17399,207,41789.58%3,560
      4(c)To re-elect Elizabeth Noël Harwerth388,074,38897.2111,133,0292.79399,207,41789.58%3,560
      4(d)To re-elect Sarah Hedger389,730,34797.639,477,0702.37399,207,41789.58%3,560
      4(e)To elect Rajan Kapoor389,832,22997.659,375,1882.35399,207,41789.58%3,560
      4(f)To re-elect Mary McNamara387,752,04197.1311,455,3762.87399,207,41789.58%3,560
      4(g)To re-elect David Weymouth384,839,73496.6413,381,8993.36398,221,63389.36%989,344
      4(h)To re-elect Andrew Golding398,281,38899.85593,4460.15398,874,83489.51%3,560
      4(i)To re-elect April Talintyre396,483,76399.402,391,0710.60398,874,83489.51%3,560
      5To re-appoint Deloitte LLP as Auditor399,107,77099.9899,6770.02399,207,44789.58%3,530
      6To give authority to the Group Audit Committee to agree the Auditor’s remuneration399,108,59199.9898,0720.02399,206,66389.58%4,314
      7To give authority to make political donations381,765,30197.1311,283,8542.87393,049,15588.20%6,161,822
      8To give authority to allot shares (general authority)378,323,96794.7720,886,3605.23399,210,32789.58%650
      9To give authority to allot shares (in relation to Regulatory Capital Convertible Instruments)397,721,80999.631,485,8540.37399,207,66389.58%3,314
Special Resolutions       
      10To give authority to disapply pre-emption rights (general authority)399,170,89899.9936,7650.01399,207,66389.58%3,314
      11To give authority to disapply pre-emption rights (acquisitions and specified capital investments)392,208,08098.256,999,5831.75399,207,66389.58%3,314
      12To give authority to disapply pre-emption rights (in relation to Regulatory Capital Convertible Instruments)396,918,16899.432,289,4950.57399,207,66389.58%3,314
      13To give authority to re-purchase shares396,285,88599.631,489,1070.37397,774,99289.26%1,435,985
      14To authorise the convening of a general meeting other than an AGM on not less than 14 clear days’ notice386,976,70396.9412,233,6243.06399,210,32789.58%650

NOTES:
1. ‘Total Votes For’ include votes recorded as at the discretion of the appointed proxy.
2. The ‘vote withheld’ option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote ‘For’ and ‘Against’ a resolution.
3. As at the date of the AGM, the issued share capital of the Company was 445,635,918 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website https://www.osb.co.uk/investors/shareholder-services/agm-information/

Copies of the special business resolutions passed at the AGM have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority’s National Storage Mechanism which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Enquiries:

OSB GROUP PLC

Nickesha Graham-Burrell

Group Head of Company Secretariat

t: 01634 835 796

Investor relations

Email: osbrelations@osb.co.uk                                 t: 01634 838 973

Brunswick Group

Robin Wrench/Simone Selzer

t: 020 7404 5959

Notes to Editors

About OSB GROUP PLC

OSB began trading as a bank on 1 February 2011 and was admitted to the main market of the London Stock Exchange in June 2014 (OSB.L). OSB joined the FTSE 250 index in June 2015. On 4 October 2019, OSB acquired Charter Court Financial Services Group plc and its subsidiary businesses. On 30 November 2020, OSB GROUP PLC became the listed entity and holding company for the OSB Group. The Group provides specialist lending and retail savings and is authorised by the Prudential Regulation Authority, part of the Bank of England, and regulated by the Financial Conduct Authority and Prudential Regulation Authority. The Group reports under two segments, OneSavings Bank and Charter Court Financial Services.