8-K

CRH PUBLIC LTD CO 8-K Report (May 7, 2009)

Filed May 7, 2009For Securities:CRH

Summary

CRH Public Limited Company filed a Form 6-K on May 6, 2009, to report the results of its Annual General Meeting (AGM) held on May 5, 2009. All proposed resolutions were passed by shareholders. The key takeaways from the meeting revolve around the authorization of share capital increases, amendments to the company's Articles of Association concerning employee share schemes and proxy voting, and the continuation of an existing provision for extraordinary general meetings. These changes, while procedural in nature, are important for corporate governance and the company's flexibility in managing its capital and shareholder rights.

Key Highlights

  • 1All resolutions proposed at the Annual General Meeting (AGM) on May 5, 2009, were approved by CRH shareholders.
  • 2Shareholders approved an increase in the company's Ordinary share capital to €320,000,000 and Income share capital to €20,000,000, through the creation of new shares.
  • 3Amendments were made to the Articles of Association to clarify provisions related to Employee Share Schemes, specifically how the share price is determined.
  • 4Directors were authorized to allow shareholders to elect to receive fully paid Ordinary Shares instead of cash dividends for a period up to the 2014 AGM.
  • 5Article 61(a) of the Articles of Association, concerning the notice period for Extraordinary General Meetings, will remain in effect as per existing Irish law implementing a European Directive.
  • 6Significant revisions were made to Articles 78-85 of the Articles of Association, detailing updated procedures for proxy appointments, including electronic submissions, and the rights of proxies.
  • 7The company's Finance Director, Glenn Culpepper, signed the report, indicating the financial leadership's involvement in these corporate governance updates.

Frequently Asked Questions

This 8-K filing (specifically a Form 6-K) was made to report the results of CRH Public Limited Company's Annual General Meeting (AGM) held on May 5, 2009. It confirms that all resolutions presented to the shareholders were duly passed.

Shareholders approved an increase in the Ordinary share capital to €320,000,000 and the Income share capital to €20,000,000. This was achieved by creating new Ordinary Shares of €0.32 each and new Income Shares of €0.02 each, which will rank equally with existing shares.

The Directors have been authorized to allow shareholders to elect to receive additional Ordinary Shares, credited as fully paid, instead of cash for all or part of any declared dividends. This option will be available from the adoption of the resolution until the AGM in 2014.

Yes, significant amendments were made to the Articles of Association regarding proxy voting. These updates clarify the appointment of proxies, allow for multiple proxies per shareholder (each for different shares), detail procedures for electronic submission of proxies, and outline when proxy votes remain valid even if the shareholder has passed away or revoked the proxy without proper notification to the company.