Standard Life plc
Results of Annual General Meeting
Standard Life plc's Annual General Meeting ('AGM') took place this afternoon, Tuesday 17 May 2016, in London. In his speech, the Company's Chairman, Sir Gerry Grimstone:
· Reiterated Standard Life's position on the European Referendum:
"We believe that access to the EU Single Market is in the best interests of our customers and clients. The Single Market has created an environment that gives individuals and businesses the confidence to invest for the long term and it would be potentially damaging to the UK economy and therefore to companies such as Standard Life if the UK were to leave it."
· Commented on Directors' Remuneration:
"Operating responsibly means that we should run our company to the standards that as a major investor we rightly expect from others. This includes how we pay our senior executives. We must have good people managing our Company who are fairly incentivised in what is a global market place but this doesn't mean we shouldn't be conscious of our societal impact and the views of others. When we appointed Keith Skeoch to replace David Nish last year, the Remuneration Committee restructured his pay to reflect his new responsibilities running both a global investment company and a life assurance business. We believe in pay for performance and although, compared to his predecessor, the variable component was increased, his basic salary was decreased, deferral was lengthened, and shareholding requirements were tightened.
"We also set stretching targets so that the highest levels of reward required very high performance. The fact is that many of our shareholders agreed with us on this - other's didn't.
"Attitudes towards what is appropriate remuneration constantly evolve and what is right one year isn't necessarily right the next. We listened to the feedback and discussed what to do. As a result of this, we announced last week that Keith Skeoch had confirmed to the Chairman of the Remuneration Committee that he had voluntarily decided not to accept the maximum opportunity awarded to him in 2016 under the Standard Life Executive Long-term Incentive Plan and was therefore handing back part of his entitlement. This was absolutely Keith's decision which he volunteered but I personally applaud it as being the right thing to do in the circumstances.
"This change, of course, has come too late to change the Directors' Remuneration Report which you will be voting on today and a number of shareholders have already voted before the change was made. We will continue to engage with shareholders on these matters".
· Confirmed the launch of the Standard Life Foundation, using the proceeds from the Unclaimed Asset Trust:
"I am very pleased to announce that we are launching the Standard Life Foundation, which will focus on work that addresses closing the Savings Gap in our society. The Savings Gap is an issue that touches, directly and indirectly, many millions of people in the UK. And it is in this area that the Foundation will work to support public interest research, practical activities and other very worthwhile work too.
"We will be gifting the proceeds of the unclaimed shares, which should be, depending on the share price of course, around £90 million to the Foundation, and it will be one of the largest bodies of its type in the UK."
· Confirmed that Kevin Parry had been appointed Senior Independent Director to succeed Crawford Gillies, Melanie Gee had been appointed Chairman of the Remuneration Committee to succeed Lynne Peacock and Lynne Peacock had been appointed non-executive Chairman of Standard Life Assurance Limited; and
· Confirmed the Board's intention to appoint KPMG LLP as its auditor for the year ending 31 December 2017, subject to shareholder approval at the 2017 AGM.
The Board announces that all the resolutions put to its AGM were duly passed.
The results of the polls were as follows:
|
For |
% For |
Against
|
Total Votes Validly Cast |
Votes Withheld |
Resolution 1: To receive and consider the Annual Report and Accounts for 2015 |
843,784,546 |
99.94 |
543,015 |
844,337,561 |
714,054 |
Resolution 2: To re-appoint PricewaterhouseCoopers LLP as auditors |
823,650,708 |
98.37 |
13,663,377 |
837,314,085 |
7,717,822 |
Resolution 3: To authorise the audit committee to set the auditors' fees |
835,054,452 |
98.92 |
9,083,097 |
844,137,549 |
910,639 |
Resolution 4: To declare a final dividend for 2015 |
843,574,087 |
99.86 |
1,176,880 |
844,750,967 |
297,019 |
Resolution 5: To approve the Directors' remuneration report, excluding the remuneration policy |
639,048,996 |
77.69 |
183,477,683 |
822,526,679 |
22,528,635 |
Resolution 6 (Special): To cancel the capital redemption reserve |
838,547,063 |
99.66 |
2,892,887 |
841,439,950 |
3,607,483 |
Resolution 7 (Resolution with specified threshold): To authorise a fixed to variable pay ratio exceeding 1:1 but not exceeding 1:2 for Remuneration Code staff |
794,257,174 |
98.07 |
15,640,235 |
809,897,409 |
35,152,581 |
Resolution 8: To approve the rules of Part B of the Standard Life (Employee) Share Plan |
837,130,077 |
99.37 |
5,293,591 |
842,423,668 |
2,618,921 |
Resolution 9A: To re-elect Sir Gerald Grimstone as a Director |
837,353,514 |
99.26 |
6,240,304 |
843,593,818 |
1,455,626 |
Resolution 9B: To re-elect Pierre Danon as a Director |
831,997,840 |
98.64 |
11,448,298 |
843,446,138 |
1,602,122 |
Resolution 9C: To re-elect Noel Harwerth as a Director |
838,291,782 |
99.39 |
5,141,085 |
843,432,867 |
1,625,860 |
Resolution 9D: To re-elect Isabel Hudson as a Director |
839,003,125 |
99.47 |
4,495,786 |
843,498,911 |
1,551,090 |
Resolution 9E: To re-elect Kevin Parry as a Director |
837,082,348 |
99.25 |
6,345,548 |
843,427,896 |
1,622,297 |
Resolution 9F: To re-elect Lynne Peacock as a Director |
806,888,072 |
98.80 |
9,831,770 |
816,719,842 |
28,319,606 |
Resolution 9G: To re-elect Martin Pike as a Director |
833,912,676 |
98.88 |
9,482,722 |
843,395,398 |
1,651,605 |
Resolution 9H: To re-elect Luke Savage as a Director |
837,102,129 |
99.25 |
6,364,405 |
843,466,534 |
1,579,517 |
Resolution 9I: To re-elect Keith Skeoch as a Director |
838,001,090 |
99.37 |
5,342,573 |
843,343,663 |
1,703,340 |
Resolution 10A: To elect Colin Clark as a Director |
837,907,018 |
99.39 |
5,143,243 |
843,050,261 |
1,993,110 |
Resolution 10B: To elect Melanie Gee as a Director |
836,680,371 |
99.23 |
6,480,687 |
843,161,058 |
1,885,945 |
Resolution 10C: To elect Paul Matthews as a Director |
837,874,583 |
99.38 |
5,219,637 |
843,094,220 |
1,957,158 |
Resolution 11: To authorise the Directors to issue further shares |
832,126,798 |
98.66 |
11,275,466 |
843,402,264 |
1,644,453 |
Resolution 12 (Special): To disapply share pre-emption rights |
836,053,223 |
99.29 |
5,971,696 |
842,024,919 |
3,031,113 |
Resolution 13 (Special): To give authority for the Company to buy back up to 10% of its issued ordinary shares |
833,367,254 |
98.78 |
10,330,545 |
843,697,799 |
1,343,994 |
Resolution 14: To provide limited authority to the Company and its subsidiaries to make political donations and to incur political expenditure |
781,071,203 |
93.73 |
52,290,942 |
833,362,145 |
11,689,233 |
Resolution 15 (Special): To allow the Company to call general meetings on 14 days' notice |
765,909,610 |
91.69 |
69,390,630 |
835,300,240 |
9,757,268 |
The total number of shares in issue at 6pm on Friday 13 May 2016 was 1,975,334,437 ordinary shares of 122/9 pence each.
Votes withheld are not a vote in law and have not been counted in the calculation of the votes for and against each resolution, the total votes validly cast or the calculation of the proportion of issued share capital voted.
Copies of all resolutions are available for inspection in the AGM Guide previously submitted to the UK Listing Authority's Document Viewing Facility, via the National Storage Mechanism at www.morningstar.co.uk/uk/nsm
In accordance with Listing Rule 9.6.2, copies of the resolutions that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will then be available for inspection at www.morningstar.co.uk/uk/nsm
The AGM Guide and the voting results are also available on the Standard Life plc website at www.standardlife.com
17 May 2016
Enquiries:
Group Secretariat Paul McKenna |
+44 (0) 131 245 1168*
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Media Relations Steve Hartley |
+44 (0) 131 245 1365* +44 (0) 7702 934 651
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