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    GYM   GB00BZBX0P70

THE GYM GROUP PLC

(GYM)
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GYM : Result of AGM04 Jun 2019

06/04/2019 | 01:12pm EST

RNS Number : 1413B The Gym Group plc 04 June 2019

The Gym Group plc

(the "Company")

4 June 2019

Annual General Meeting ("AGM") Results

The Company announces that at its Annual General Meeting held earlier today all the resolutions set out in the Notice of Annual General Meeting were passed by the requisite majority. Each of the resolutions put to the AGM was voted on by way of a poll. The results of the poll for each resolution were as follows:

Resolution

For

For

Against

Against

Votes

Total issued.

* indicates Special Resolution

(No. of

(%)

(No. of

(%)

Withheld

share capital

shares)

shares

(No. of

instructed (%)

shares)

1.

To receive the Annual Report and

Accounts.

88,869,533

99.98

20,594

0.02

0

64.38%

2.

To approve the Remuneration

Statement and Remuneration Report.

78,526,702

94.74

4,363,298

5.26

6,000,127

60.04%

3.

To approve the Director's remuneration

policy.

84,131,086

94.65

4,759,041

5.35

0

64.38%

4.

To declare a final dividend of 0.95 pence

per share.

88,890,128

100.00

0

0.00

0

64.38%

5.

To re-elect Penny Hughes as a

Director.

88,869,011

99.98

21,116

0.02

0

64.38%

6.

To re-elect Paul Gilbert as a Director.

86,307,397

97.09

2,582,730

2.91

0

64.38%

7.

To re-elect John Treharne as a Director.

85,842,429

96.57

3,047,698

3.43

0

64.38%

8.

To re-elect Richard Darwin as a

Director.

88,889,606

100.00

522

0.00

0

64.38%

9.

To re-elect David Kelly as a Director.

88,876,247

99.98

13,880

0.02

0

64.38%

10.

To re-elect Emma Woods as a

Director.

88,889,606

100.00

522

0.00

0

64.38%

11.

To elect Mark George as a Director.

88,888,831

100.00

1,297

0.00

0

64.38%

12.

To re-appoint Ernst & Young LLP as

auditors of the Company.

88,814,038

99.91

76,090

0.09

0

64.38%

13.

To authorise the Audit and Risk

Committee to determine the auditors'

remuneration.

88,814,038

99.91

76,090

0.09

0

64.38%

14.

To authorise the Company to make

political donations and incur political

expenditure.

81,746,641

92.03

7,078,069

7.97

65,418

64.34%

15.

To authorise the Directors to allot

ordinary shares.

88,083,921

99.09

806,207

0.91

0

64.38%

16.

To approve the rules of Deferred Share

Bonus Plan

87,661,822

98.62

1,227,784

1.38

522

64.38%

17.

To disapply statutory pre-emption

rights*

88,080,891

99.09

808,715

0.91

522

64.38%

18.

To disapply statutory pre-emption

rights solely in relation to acquisitions

and specified capital investments. *

86,341,414

97.13

2,548,191

2.87

522

64.38%

19.

To authorise the Company to purchase

its own ordinary shares.*

85,536,281

96.23

3,353,846

3.77

0

64.38%

20.

To authorise the Directors to hold

general meetings on not less than 14

clear days' notice.*

86,499,903

97.31

2,390,225

2.69

0

64.38%

*Special Resolution

NOTES:

  1. All resolutions were passed.
  2. Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution
  1. Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.
  2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution nor in the calculation of the proportion of "Total issued share capital instructed" for any resolution.
  3. The number of shares in issue at 6:00 p.m. on 3 June 2019 was 138,064,627 (the "Share Capital") and at that time, the Company did not hold any Ordinary shares in treasury. The Company holds 48,050 non-voting Deferred Ordinary share of £1 each in treasury.
  4. The proportion of "Total issued share capital instructed" for any resolution is the total of votes validly cast for that resolution (i.e. the total votes "For" and "Against" that resolution) expressed as a percentage of the Share Capital.
  5. The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at www.tggplc.com.
  6. A copy of resolutions 15 and 17-20 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.
  7. The complete poll results will be available shortly on the Company's website at www.tggplc.com.

For further information please contact:

The Gym Group Company Secretary

Mark George

Tel: 0203 319 4820

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.comor visit www.rns.com.

END

RAGFIMFTMBJMBPL

Disclaimer

GYM Group plc published this content on 04 June 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 04 June 2019 17:11:03 UTC


ę Publicnow 2019
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Penelope L. Hughes Independent Non-Executive Chairman
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