GlaxoSmithKline plc
Result of Annual General Meeting and General Meeting
GlaxoSmithKline plc ('GSK') announces that at its Annual General Meeting ('AGM') and General Meeting today, all resolutions were passed by shareholders. The full text of the resolutions considered are contained in the 2019 Notice of AGM and the sole resolution of the General Meeting is contained in the Circular to Shareholders and Notice of General Meeting. These documents are available on the GSK website at www.gsk.com.
GSK AGM Poll Results
The following table shows the total number of votes cast for each resolution:
Resolution |
Total votes for* |
% |
Total votes against |
% |
Total votes cast |
Votes withheld** |
|
1 |
Receive and adopt the 2018 Annual Report |
3,556,826,649 |
99.95 |
1,863,433 |
0.05 |
3,558,690,082 |
7,283,024 |
2 |
Approve the Annual report on remuneration |
3,157,857,593 |
88.77 |
399,443,579 |
11.23 |
3,557,301,172 |
8,672,905 |
3 |
Election of Iain Mackay |
3,509,580,387 |
98.56 |
51,394,236 |
1.44 |
3,560,974,623 |
4,999,291 |
4 |
Re-election of Philip Hampton |
3,523,220,874 |
98.94 |
37,814,132 |
1.06 |
3,561,035,006 |
4,939,054 |
5 |
Re-election of Emma Walmsley |
3,543,610,930 |
99.50 |
17,645,007 |
0.50 |
3,561,255,937 |
4,724,016 |
6 |
Re-election of Vindi Banga |
3,520,241,639 |
98.87 |
40,257,748 |
1.13 |
3,560,499,387 |
5,474,256 |
7 |
Re-election of Dr Hal Barron |
3,542,101,484 |
99.46 |
19,107,976 |
0.54 |
3,561,209,460 |
4,763,464 |
8 |
Re-election of Dr Vivienne Cox |
3,494,225,537 |
98.85 |
40,751,267 |
1.15 |
3,534,976,804 |
30,997,813 |
9 |
Re-election of Lynn Elsenhans |
3,543,230,972 |
99.50 |
17,848,986 |
0.50 |
3,561,079,958 |
4,893,685 |
10 |
Election of Dr Laurie Glimcher |
3,543,924,853 |
99.52 |
17,255,115 |
0.48 |
3,561,179,968 |
4,793,241 |
11 |
Re-election of Dr Jesse Goodman |
3,543,465,739 |
99.50 |
17,643,172 |
0.50 |
3,561,108,911 |
4,864,732 |
12 |
Re-election of Judy Lewent |
3,513,131,684 |
98.66 |
47,693,254 |
1.34 |
3,560,824,938 |
5,154,954 |
13 |
Re-election of Urs Rohner |
3,434,585,693 |
96.46 |
126,031,133 |
3.54 |
3,560,616,826 |
5,356,667 |
14 |
Re-appointment the auditor |
3,557,236,743 |
99.88 |
4,327,420 |
0.12 |
3,561,564,163 |
4,412,192 |
15 |
Remuneration of auditor |
3,554,992,184 |
99.83 |
6,020,952 |
0.17 |
3,561,013,136 |
4,948,179 |
16 |
Authority for the company to make donations to political organisations and incur political expenditure |
3,471,514,277 |
98.00 |
70,681,915 |
2.00 |
3,542,196,192 |
23,791,786 |
17 |
Authority to allot shares |
3,444,525,603 |
96.77 |
114,953,481 |
3.23 |
3,559,479,084 |
6,482,169 |
18 |
Disapplication of pre-emption rights - general power*** |
3,480,629,187 |
97.84 |
76,741,126 |
2.16 |
3,557,370,313 |
8,607,071 |
19 |
Disapplication of pre-emption rights - in connection with an acquisition or specified capital investment*** |
3,390,801,857 |
95.31 |
166,798,143 |
4.69 |
3,557,600,000 |
8,370,163 |
20 |
Authority for the company to purchase its own shares*** |
3,509,141,893 |
98.57 |
50,794,321 |
1.43 |
3,559,936,214 |
6,028,543 |
21 |
Exemption from statement of senior statutory auditor's name |
3,524,087,916 |
99.51 |
17,395,554 |
0.49 |
3,541,483,470 |
24,488,266 |
22 |
Authority for reduced notice of a general meeting other than an AGM*** |
3,271,677,728 |
92.38 |
269,908,346 |
7.62 |
3,541,586,074 |
24,387,840 |
GSK General Meeting Poll Results
The following table shows the total number of votes cast for the resolution:
Resolution |
Total votes for* |
% |
Total votes against |
% |
Total votes cast |
Votes withheld** |
|
1 |
To approve the transaction between GlaxoSmithKline plc, GlaxoSmithKline Consumer Healthcare Holdings Limited and Pfizer, Inc for the purposes of Chapter 11 of the Listing Rules of the Financial Conduct Authority |
3,496,633,023 |
99.85 |
5,302,329 |
0.15 |
3,501,935,352 |
24,272,073 |
Notes:
* |
Includes discretionary votes. In line with the notification issued to American Depositary Receipt (ADR) holders earlier this year, GSK did not instruct its ADR Depositary to vote any unvoted ADRs in respect of the resolutions for the 2019 AGM and GM |
** |
A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" a resolution. |
*** |
Indicates Special Resolutions requiring a 75% majority. |
The above poll results will shortly be available on the Company's website at www.gsk.com. In accordance with Listing Rule 9.6.2, a copy of the resolutions, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection at www.morningstar.co.uk/uk/NSM
Simon Dingemans did not stand for re-election as a Director and retired from the Board with effect from the conclusion of the AGM.
In accordance with section 430(2B) of the Companies Act 2006, GSK confirms that Simon Dingemans will receive payment of fees for service whilst a Director, but no other remuneration payment or payment for loss of office will be made in connection with his departure.
The following table provides further relevant information:
|
GSK's Nineteenth AGM (2019) |
GSK's Eighteenth AGM (2018) |
Issued share capital (excluding Treasury Shares) |
4,987,806,108 |
4,959,302,644 |
Total votes cast and votes withheld lodged as a % of GSK's issued share capital (excluding Treasury Shares) |
71.49% |
78.76% |
Total shareholder population |
108,698 |
112,326 |
Total number of proxies lodged |
6,635 |
6,931 |
% of shareholders who lodged proxies |
6.10% |
6.17% |
Number of shareholders, corporate representatives and proxies who attended the AGM |
241 |
415 |
V A Whyte
Company Secretary
8 May 2019