Business
Result of AGM
Result of AGM.
About this update from Costain Group Plc
Costain Group PLC (the Company) 15 May 2025 RESULTS OF 2025 AGM At the Company's Annual General Meeting held on 15 May 2025 (the "AGM"), the resolutions set out in the Notice of Meeting, circulated to shareholders on 8 April 2025, were passed by the requisite majorities. Resolutions 1 to 15 were passed as ordinary resolutions and Resolutions 16 to 19 were passed as special resolutions. As at 6.30pm on 13 May 2025, the number of issued shares in the Company was 272,566,087 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, the resolutions were put to the meeting on a poll in which every member present in person or by proxy had one vote for every share held. The poll results, on which EQ, the Company's registrar, acted as scrutineer are as follows: RESOLUTION NUMBER OF VOTES FOR % of Votes Cast NUMBER OF VOTES AGAINST % of Votes Cast TOTAL VOTES CAST % of Issued Share Capital Voted NUMBER OF VOTES WITHHELD Resolution 1 Receive the 2024 Annual Report and Accounts 136,946,541 100.00 917 0.00 136,947,458 50.24% 371,514 Resolution 2 Approve the Directors' Remuneration Report 122,038,548 89.03 15,034,382 10.97 137,072,930 50.29% 246,042 Resolution 3 Declare a final dividend 137,260,549 100.00 1,383 0.00 137,261,932 50.36% 57,040 Resolution 4 Re-elect Kate Rock 124,942,765 91.05 12,279,743 8.95 137,222,508 50.34% 96,464 Resolution 5 Re-elect Alex Vaughan 136,994,523 99.93 99,269 0.07 137,093,792 50.30% 225,180 Resolution 6 Re-elect Helen Willis 136,829,561 99.71 392,196 0.29 137,221,757 50.34% 97,215 Resolution 7 Re-elect Amanda Fisher 135,111,544 98.47 2,103,294 1.53 137,214,838 50.34% 104,134 Resolution 8 Re-elect Fiona MacAulay 121,306,403 97.76 2,774,387 2.24 124,080,790 45.52% 13,238,182 Resolution 9 Re-elect Steve Mogford 135,084,117 98.45 2,131,196 1.55 137,215,313 50.34% 103,659 Resolution 10 Re-elect Tony Quinlan 135,125,294 98.47 2,103,491 1.53 137,228,785 50.35% 90,187 Resolution 11 Re-appoint PwC as auditor 136,922,567 99.88 167,322 0.12 137,089,889 50.30% 229,083 Resolution 12 Authorise the auditor's remuneration 137,191,725 99.98 27,353 0.02 137,219,078 50.34% 99,894 Resolution 13 Authorise political donations 110,277,659 80.40 26,883,189 19.60 137,160,848 50.32% 158,124 Resolution 14 Authorise the allotment of shares 136,684,412 99.58 581,728 0.42 137,266,140 50.36% 52,832 Resolution 15 Authorise the renewal of the scrip dividend scheme 137,173,167 99.98 28,246 0.02 137,201,413 50.34% 117,559 Resolution 16 Approve the disapplication of pre-emption rights (general) 133,956,619 97.63 3,248,409 2.37 137,205,028 50.34% 113,944 Resolution 17 Approve the disapplication of pre-emption rights (acquisition or capital investment) 128,105,902 93.36 9,112,790 6.64 137,218,692 50.34% 100,280 Resolution 18 Authorise the purchase of own ordinary shares 137,058,732 99.93 92,989 0.07 137,151,721 50.32% 167,251 Resolution 19 Approve the holding of General Meetings (other than AGMs) on 14 clear days' notice 136,595,047 99.50 684,001 0.50 137,279,048 50.37% 39,924 Notes: 1. There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM. 2. Percentages are expressed as a proportion of the total votes cast (which does not include votes withheld). 3. A vote withheld is not a vote in law and is not included in the calculation of the votes 'For' or 'Against' the resolutions, nor the total votes cast. 4. Any proxy appointments which gave discretion to the Chair have been included in the 'For' totals. In accordance with Listing Rule 9.6.2R, copies of all resolutions passed at the AGM today, other than those concerning ordinary business, will be submitted to the National Storage Mechanism, where they will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism . Copies of these resolutions will also be filed with Companies House . The results of the 2025 AGM will be available to view on the Company's website at www.costain.com . Enquiries Investors and analysts Matthew Jones, Costain +44 (0) 7860 922 341 Financial media - Headland [email protected] Andy Rivett-Carnac +44 (0) 7968 997 365 Charlie Twigg +44 (0) 7946 494 568