Topps Tiles Plc
("Topps Tiles" or "the Company")
Result of AGM - Update
Further to its announcement on 19 January 2022 that resolutions 4 (to re-elect Darren Shapland as a Director), 12 (Directors' Authority to Allot Shares), 13 (Disapplication of Pre-emption Rights - General), 14 (Disapplication of Pre-emption Rights - Specific) and 15 (Authority to Make Market Purchases of Shares) passed with less than 80% of votes cast in favour at the 2022 Annual General Meeting ("AGM"), Topps Tiles announces that:
● | Since the AGM, in accordance with provision 4 of the UK Corporate Governance Code, the Board has engaged with the relevant shareholder to understand and discuss their views with respect to these resolutions.
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● | Whilst the Board fully respects and acknowledges that a shareholder may choose to vote against specific resolutions, the Board considers all the resolutions proposed and subsequently passed to be in the best interests of all shareholders. Specifically -
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◦ | It considers that Darren Shapland, who was appointed to the Board in March 2015, continues to discharge his role as Chairman effectively and that his contribution is important to the Company's long-term sustainable success.
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◦ | That resolutions 12-15, which also appeared on the Investment Association's Public Register in 2021, are considered routine practice for UK listed companies and are within the Investment Association's Share Capital Management Guidelines. The Board is aware, however, that some non-UK resident investors have a policy of not supporting resolutions of this nature which, when passed, grant the Board specific authorities without the need to seek further shareholder approval.
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◦ | The views of all shareholders are important to the Company and the Board is committed to maintain ongoing engagement with its shareholders. However, the Board highlights that the Company has no recent history of issuing new shares other than to satisfy employee share plans, and the Board still considers the flexibility afforded by these authorities to be in the best interests of the Company and its shareholders.
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Enquiries:
Stephen Hopson, CFO
| 0116 282 8000 |
Richard Cole, Company Secretary |
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