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Darktrace announces the results of its annual general meeting ("AGM") held at the offices of Latham & Watkins, 99 Bishopsgate Street, London EC2M 3XF on 24 November 2021 at 9.00 a.m. (London time).
Voting on all of the resolutions was conducted on a poll. All of the resolutions were passed.
A copy of the resolutions passed at the AGM will be submitted to the National Storage Mechanism in accordance with Listing Rules 9.6.2R and 9.6.3R, and will be available in due course for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As of today's date, Darktrace has 699,011,705 ordinary shares in issue. The results of the poll, incorporating proxy votes duly lodged prior to the meeting, are set out below and will also shortly be available on Darktrace's website at www.darktrace.com.
Ordinary Resolutions
Votes for
% of votes cast for
Votes Against
% of votes cast against
Total votes cast
Total votes cast as % of ISC
Votes withheld(1)
1.
To receive the annual reports and accounts
318,783,134
100.00
1,507
0.00
318,784,641
45.61%
75,432
2.
To re-appoint Grant Thornton UK LLP as auditor of Darktrace until the next annual general meeting
313,031,147
98.21
5,716,669
1.79
318,747,816
45.60%
112,257
3.
To authorise the Directors' to determine the remuneration of the auditors
317,828,141
99.70
956,313
0.30
318,784,454
45.61%
75,619
4.
To re-elect Gordon Hurst as a director
312,246,647
97.95
6,534,768
2.05
318,781,415
45.60%
78,658
5.
To re-elect Poppy Gustafsson as a director
296,234,059
92.93
22,547,206
7.07
318,781,265
45.60%
78,808
6.
To re-elect Catherine Graham as a director
305,983,654
95.98
12,800,111
4.02
318,783,765
45.60%
76,308
7.
To re-elect Vanessa Colomar as a director
300,805,046
94.36
17,978,769
5.64
318,783,815
45.60%
76,258
8.
To re-elect Stephen Shanley as a director
300,810,966
94.36
17,972,849
5.64
318,783,815
45.60%
76,258
9.
To re-elect Johannes Sikkens as a director
300,552,339
94.28
18,231,476
5.72
318,783,815
45.60%
76,258
10.
To re-elect Lord Willetts as a director
313,890,480
98.58
4,531,842
1.42
318,422,322
45.55%
437,751
11.
To re-elect Paul Harrison as a director
318,779,568
100.00
1,747
0.00
318,781,315
45.60%
78,758
12.
To re-elect Sir Peter Bonfield CBE, FREng, as a director
318,771,569
99.99
18,394
0.01
318,789,963
45.61%
70,110
13.
To authorise the Directors to allot relevant securities
315,830,558
99.07
2,960,796
0.93
318,791,354
45.61%
68,719
14.
To approve the Report of the Remuneration Committee and Annual Report on Remuneration
314,099,015
99.87
394,546
0.13
314,493,561
44.99%
4,366,512
15.
To approve the Report of the Remuneration Committee (including the Remuneration Policy)
318,389,408
99.88
393,082
0.12
318,782,490
45.60%
77,583
16.
To authorise political donations and political expenditures
294,347,874
92.33
24,445,340
7.67
318,793,214
45.61%
66,859
Special Resolutions
Votes for
% of votes cast for
Votes against
% of votes cast against
Total votes cast
Total votes cast as % of ISC
Votes withheld (1)
17.
To authorise the Directors to disapply pre-emption rights
308,979,372
96.92
9,816,023
3.08
318,795,395
45.61%
64,678
18.
To authorise the Directors to disapply pre-emption rights for acquisitions and other capital investment
305,470,623
95.82
13,316,289
4.18
318,786,912
45.61%
73,161
19.
To authorise the Directors to purchase Darktrace's own shares
309,118,522
96.99
9,592,851
3.01
318,711,373
45.59%
148,700
20.
To authorise Darktrace to hold general meetings, other than annual general meetings, on not less than 14 clear days' notice.
308,550,083
99.85
471,133
0.15
309,021,216
44.21%
9,838,857
(1) A 'vote withheld' in respect of any resolution is not a vote in law and is not counted in the calculation of the proportion of the votes for and against it.
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