Company meetings

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Annual General Meeting 2017

The AGM was held on Thursday 18 May 2017. The Notice of Meeting is contained in the Annual Report and Accounts January 2017.

Annual General Meeting 2017 Results

The Board of NEXT plc is pleased to announce that, at the AGM of NEXT shareholders held on 18 May 2017, all resolutions as set out in the Notice of Meeting contained in the Annual Report and Accounts for the year ended 28 January 2017 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 16 May 2017, being those eligible to be voted on at the AGM, was 147,056,562.

For Against TOTAL VOTES CAST % of
shares
on
register
at 6pm
16 May
2017
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 auditor Ordinary 108,995,810 99.58 455,579 0.42 109,451,389 74.43 28,113
2. To approve the Directors' Remuneration Policy Ordinary 107,107,291 98.64 1,471,317 1.36 108,578,608 73.83 900,892
3. To approve the Remuneration Report Ordinary 108,223,045 99.60 436,396 0.40 108,659,441 73.89 820,060
4. To declare a final dividend of 105p per ordinary share Ordinary 109,464,444 100.00 4,504 0.00 109,468,948 74.44 10,554
5. To re-elect John Barton as a director Ordinary 106,807,508 97.60 2,623,541 2.40 109,431,049 74.41 48,453
6. To elect Jonathan Bewes as a director Ordinary 109,068,801 99.67 361,757 0.33 109,430,558 74.41 48,944
7. To re-elect Caroline Goodall as a director Ordinary 108,918,613 99.53 512,570 0.47 109,431,183 74.41 48,319
8. To re-elect Amanda James as a director Ordinary 108,890,381 99.51 540,933 0.49 109,431,314 74.41 48,188
9. To re-elect Michael Law as a director Ordinary 108,967,226 99.58 463,597 0.42 109,430,823 74.41 48,679
10. To elect Michael Roney as a director Ordinary 108,488,792 99.92 92,150 0.08 108,580,942 73.84 898,559
11. To re-elect Francis Salway as a director Ordinary 109,061,016 99.66 369,451 0.34 109,430,467 74.41 49,035
12. To re-elect Jane Shields as a director Ordinary 108,968,059 99.58 462,334 0.42 109,430,393 74.41 49,109
13. To re-elect Dame Dianne Thompson as a director Ordinary 109,007,329 99.61 423,373 0.39 109,430,702 74.41 48,800
14. To re-elect Lord Wolfson as a director Ordinary 108,968,010 99.58 464,501 0.42 109,432,511 74.42 46,991
15. To appoint PricewaterhouseCoopers LLP as auditor and authorise the directors to set their remuneration Ordinary 109,316,280 99.94 63,785 0.06 109,380,065 74.38 99,436
16. Authority for the directors to amend the rules of the NEXT Long Term Incentive Plan Ordinary 108,796,669 99.39 665,001 0.61 109,461,670 74.44 17,832
17. Directors’ authority to allot shares Ordinary 103,330,203 94.47 6,046,545 5.53 109,376,748 74.38 102,753
18. Authority to disapply pre-emption rights Special 109,116,676 99.69 340,206 0.31 109,456,882 74.43 22,620
19. Authority to disapply additional pre-emption rights Special 103,069,338 94.16 6,388,333 5.84 109,457,671 74.43 21,830
20. Authority for on-market purchase of own shares Special 107,862,705 98.54 1,601,914 1.46 109,464,619 74.44 14,883
212. Authority for off-market purchases of own shares Special 108,273,887 98.92 1,186,586 1.08 109,460,473 74.43 19,028
Less votes disregarded under the provisions of the Companies Act 2006   (3,000,000)2 (3,000,000)2
Resolution 21 total 105,273,887 98.89 1,186,586 1.11 106,460,473 72.39
22. Increasing the Company’s borrowing powers Special 106,699,892 97.90 2,289,071 2.10 108,988,963 74.11 490,538
23. To authorise the calling of general meetings (other than Annual General Meetings) on 14 clear days' notice Special 104,699,713 96.06 4,296,677 3.94 108,996,390 74.12 483,111

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 3.0 million. As explained in the Notice of Meeting, Next has disregarded 3.0 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.

In accordance with LR 9.6.2, a copy of resolutions passed as special business will be submitted as soon as practicable to the National Storage Mechanism and will be available shortly for inspection at http://www.morningstar.co.uk/uk/NSM