Company meetings

Annual General Meeting 2011

The AGM was held on Thursday 19 May 2011. The Notice of Meeting is contained in the Annual Report and Accounts January 2011.

Annual General Meeting 2011 results

The Board of Next plc is pleased to announce that, at the AGM of Next shareholders held on 19 May 2011, all resolutions as set out in the Notice of Meeting contained in the Annual Report and Accounts for the year ended 29 January 2011 were passed. All resolutions were put to the meeting and approved on a poll and results are detailed below.

The total number of shares on the register at 6pm on 17 May 2011, being those eligible to be voted on at the AGM, was 175,482,925.

For Against TOTAL VOTES CAST % of
shares
on
register
at 6pm
17 May
2011
Votes
withheld1
Resolution Special /
Ordinary
No. of
Votes
% No. of
Votes
% No. of
Votes
% No. of
Votes
1. To receive and adopt the accounts and reports of the directors and auditors Ordinary 117,780,278 100.00 1,075 0.00 117,781,353 67.12 48,100
2. To approve the remuneration report Ordinary 113,494,093 96.84 3,699,470 3.16 117,193,563 66.78 635,890
3. To declare a final dividend of 53p per share Ordinary 117,749,696 100.00 343 0.00 117,750,039 67.10 79,414
4. To re-elect Christos Angelides as a director Ordinary 114,783,985 98.59 1,638,075 1.41 116,422,060 66.34 1,407,393
5. To re-elect Steve Barber as a director Ordinary 117,021,447 99.36 749,500 0.64 117,770,947 67.11 58,506
6. To re-elect John Barton as a director Ordinary 116,160,497 98.63 1,610,133 1.37 117,770,630 67.11 58,823
7. To re-elect Christine Cross as a director Ordinary 117,025,870 99.37 745,133 0.63 117,771,003 67.11 58,450
8. To re-elect Jonathan Dawson as a director Ordinary 116,789,499 99.17 974,369 0.83 117,763,868 67.11 65,585
9. To re-elect David Keens as a director Ordinary 114,810,794 98.60 1,635,681 1.40 116,446,475 66.36 1,382,978
10. To elect Francis Salway as a director Ordinary 117,025,242 99.37 745,217 0.63 117,770,459 67.11 58,994
11. To re-elect Andrew Varley as a director Ordinary 116,276,260 98.74 1,488,360 1.26 117,764,620 67.11 64,833
12. To re-elect Simon Wolfson as a director Ordinary 114,809,153 98.59 1,638,994 1.41 116,448,147 66.36 1,381,306
13. To re-appoint Ernst & Young LLP as auditors and authorise the directors to set their remuneration Ordinary 117,547,351 99.81 226,740 0.19 117,774,091 67.11 55,362
14. Authority to allot shares Ordinary 115,627,233 99.00 1,163,855 1.00 116,791,088 66.55 1,038,365
15. Authority to disapply pre-emption rights Special 117,326,011 99.64 425,666 0.36 117,751,677 67.10 77,776
16. Authority for on-market purchase of own shares Special 115,898,084 99.53 550,107 0.47 116,448,191 66.36 1,380,992
172. Authority to enter into Programme Agreements with each of Goldman Sachs International, UBS AG, Deutsche Bank AG and Barclays Bank plc   Special   112,896,058   95.89   4,840,347   4.11   117,736,405   67.09   93,048
Less votes disregarded under the provisions of the Companies Act 2006   (9,000,000)2             (9,000,000)2      
Resolution 17 total 103,896,058 95.55 4,840,347 4.45 108,736,405 61.96 93,048
18. To authorise the calling of general meeting (other than annual general meetings) on 14 clear days' notice Special 106,491,555 90.41 11,290,645 9.59 117,782,200 67.12 47,253

Note1: The ‘Vote Withheld’ option is provided to enable the shareholder to abstain on any resolution. It is not a vote in law and is not counted in the calculation of the proportion of votes for and against a resolution.

Note2: The total maximum number of Ordinary Shares which may be purchased by Next for cancellation pursuant to such contingent purchase contracts is 9.0 million. As explained in the Notice of Meeting, Next has disregarded 9.0 million votes from both the total number of votes cast in favour of the resolution and the total votes cast so that the voting of those shares did not affect the result of the poll.

 
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