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Auction Technology Group plc held its Annual General Meeting on 22 January 2026, where shareholders passed resolutions 1-14 and 18-19, while resolutions 15-17 failed to pass. Following the approval of Resolution 19 with 99.92% of votes cast for, the Company intends to apply to the High Court to approve the cancellation of its share premium account, which is expected to become effective in late March 2026.
| Date | 22 Jan 2026 |
| Time | 18:01:52 |
| Category | AGMs and other meetings |
| ID | 0436Q |
22 January 2026
LEI: 213800U8Q9K2XI3WRE39
Auction Technology Group plc
("the Company")
Results of Annual General Meeting
The Annual General Meeting of the Company was held at the offices of Travers Smith LLP, 10 Snow Hill, London EC1A 2AL on 22 January 2026.
Resolutions 1 - 14 and 18 - 19 were passed and resolutions 15 - 17 failed to pass on a poll. The results of each resolution were as follows:
|
Resolution |
For (%) |
Against (%) |
Votes withheld |
Total votes cast |
Percentage of issued share capital voted (%) |
|
1. To receive the reports of the Directors and the Auditor and the audited accounts for the financial year ended 30 September 2025 |
99.96% |
0.04% |
76,353 |
101,115,498 |
83.49 |
|
2. To approve the Directors' Remuneration Report |
72.24% |
27.76% |
62,543 |
101,129,308 |
83.50 |
|
3. To re-elect John-Paul Savant as a Director of the Company |
71.87% |
28.13% |
1,614,868 |
99,576,983 |
82.22 |
|
4. To elect Sarah Highfield as a Director of the Company |
73.77% |
26.23% |
86,887 |
101,104,964 |
83.48 |
|
5. To re-elect Scott Forbes as a Director of the Company |
71.69% |
28.31% |
89,036 |
101,102,815 |
83.48 |
|
6. To re-elect Pauline Reader as a Directorof the Company |
72.36% |
27.64% |
102,474 |
101,089,377 |
83.47 |
|
7. To re-elect Suzanne Baxter as a Directorof the Company |
72.36% |
27.64% |
104,010 |
101,087,841 |
83.47 |
|
8. To re-elect Tamsin Todd as a Director of the Company |
72.36% |
27.64% |
102,474 |
101,089,377 |
83.47 |
|
9. To re-elect Andrew Miller as a Director of the Company |
73.78% |
26.22% |
104,974 |
101,086,877 |
83.47 |
|
10. To elect Sejal Amin as Director of the Company |
73.79% |
26.21% |
107,359 |
101,084,492 |
83.47 |
|
11. To re-appoint Ernst & Young LLP as Auditor to the Company |
99.96% |
0.04% |
68,262 |
101,123,589 |
83.50 |
|
12. To authorise the Directors to determine the remuneration of the Auditor |
99.96% |
0.04% |
65,490 |
101,126,361 |
83.50 |
|
13. To authorise the Company to make political donations |
97.80% |
2.20% |
155,613 |
101,036,238 |
83.43 |
|
14. To authorise the Directors to allot shares or grant subscription or conversion rights under section 551 Companies Act 2006 |
70.08% |
29.92% |
81,823 |
101,110,028 |
83.49 |
|
15. To disapply statutory pre-emption rights under section 570 of the Companies Act 2006 (general) |
67.89% |
32.11% |
83,545 |
101,108,306 |
83.49 |
|
16. To further disapply statutory pre-emption rights under section 570 of the Companies Act 2006 (in connection with an acquisition or specified capital investment) |
67.60% |
32.40% |
86,496 |
101,105,355 |
83.48 |
|
17. To authorise the Company to make market purchases of its own shares
|
73.78% |
26.22% |
61,659 |
101,130,192 |
83.50 |
|
18. To authorise the calling of a general meeting other than an Annual General Meeting on not less than 14 clear days' notice |
98.19% |
1.81% |
60,131 |
101,131,720 |
83.51 |
|
19. To cancel the amount standing to the credit of the share premium account of the Company |
99.92% |
0.08% |
177,423 |
101,014,428 |
83.41 |
Notes:
(i) Votes 'For' include those votes giving the Chair discretion.
(ii) The number of ordinary shares in issue on 20 January 2026 (excluding shares held in treasury) was 121,108,423 Shareholders are entitled to one vote per share.
(iii) A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
Full details of the resolutions are set out in the Notice of Annual General Meeting dated 10 December 2025 (which is available on the Company's website at www.auctiontechnologygroup.com/investors).
Resolutions 1 to 14 were ordinary resolutions, requiring more than 50 per cent. of shareholders' votes to be cast in favour of the resolutions. Resolutions 15 to 19 were special resolutions, requiring at least 75 per cent. of shareholders' votes to be cast in favour of the resolutions.
The Board acknowledges that more than 20% of the votes cast on Resolutions 2-10 and 14-17 were against and, in addition, the failure of Resolutions 15-17 to pass. The Board is committed to continuing an open and transparent dialogue with the Company's shareholders to better understand the reasons behind their voting and these results. In accordance with the UK Corporate Governance Code, the Company will publish an update within six months and report the outcome of that engagement in the next annual report.
Capital Reduction
Following the passing of Resolution 19, the Company intends to apply to the High Court of Justice in England and Wales (the "Court") to approve the cancellation of the Company's share premium account (the "Capital Reduction"). The expected timetable of principal events with respect to the Capital Reduction is as follows:
|
Principal event |
Date |
|
Expected date for the directions hearing for the Court to consider the Capital Reduction application |
18 February 2026 |
|
Expected date for the hearing by Court to confirm the Capital Reduction |
3 March 2026 |
|
Expected date that the Capital Reduction becomes effective |
Late March 2026 |
Notes:
(i) The dates set out in this timetable are based on the Company's current expectations and are subject to change. The times and dates are indicative only and will depend, among other things, on the date upon which the Court confirms the Capital Reduction. The provisional final hearing date will be subject to change and dependent on the Court.
(ii) All times shown are London times unless otherwise stated.
In accordance with UKLR 6.4.2R, a copy of all the resolutions passed other than ordinary business at the Annual General Meeting has been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For further information contact:
FTI Consulting (Media Enquiries)
Jamie Ricketts, Matt Dixon, Ed Bridges, Edward Knight
+44 20 3727 1999
ATG
For investor enquiries [email protected]
For media enquiries [email protected]
Company Secretary [email protected]