OneSavings Bank plc
Results of 2015 Annual General Meeting held on Tuesday 2 June 2015.
All resolutions were passed by the requisite majority on a poll; resolutions 1 to 16 as ordinary resolutions and resolutions 17 to 21 as special resolutions.
The following proxy votes were cast in respect of the AGM resolutions:
Ordinary Resolutions | Total votes For | % | Total votes Against | % | Total votes cast | % of issued share capital | Votes withheld | |
To receive the Accounts and the Reports | 222,967,877 | 100.00% | 0 | 0.00% | 222,967,877 | 91.73% | 492 | |
To approve the Remuneration Implementation Report | 222,724,283 | 99.89% | 243,594 | 0.11% | 222,967,877 | 91.73% | 492 | |
To approve the Remuneration Policy | 216,736,072 | 97.21% | 6,231,805 | 2.79% | 222,967,877 | 91.73% | 492 | |
To declare a dividend | 222,968,369 | 100.00% | 0 | 0.00% | 222,968,369 | 91.73% | 0 | |
To re-elect Rodney Duke | 222,933,586 | 99.98% | 34,291 | 0.02% | 222,967,877 | 91.73% | 492 | |
To re-elect Malcolm McCaig | 222,933,586 | 99.98% | 34,291 | 0.02% | 222,967,877 | 91.73% | 492 | |
To re-elect Timothy Hanford | 222,967,877 | 100.00% | 0 | 0.00% | 222,967,877 | 91.72% | 492 | |
To re-elect David Morgan | 217,633,024 | 97.61% | 5,334,853 | 2.39% | 222,967,877 | 91.73% | 492 | |
To re-elect Stephan Wilcke | 222,967,877 | 100.00% | 0 | 0.00% | 222,967,877 | 91.73% | 492 | |
To re-elect Andrew Golding | 222,967,877 | 100.00% | 0 | 0.00% | 222,967,877 | 91.73% | 492 | |
To re-elect April Talintyre | 222,967,877 | 100.00% | 0 | 0.00% | 222,967,877 | 91.73% | 492 | |
To re-appoint KPMG LLP as Auditors | 214,420,507 | 96.17% | 8,547,862 | 3.83% | 222,968,369 | 91.73% | 0 | |
To give authority to the Directors to fix the Auditors' remuneration | 220,408,718 | 98.85% | 2,559,651 | 1.15% | 222,968,369 | 91.73% | 0 | |
To give authority to allot shares | 222,847,839 | 99.95% | 120,038 | 0.05% | 222,967,877 | 91.73% | 492 | |
To give authority to allot shares - Regulatory Capital Convertible Instruments | 213,812,971 | 95.89% | 9,154,906 | 4.11% | 222,967,877 | 91.73% | 492 | |
To give authority to make political donations | 216,978,466 | 97.31% | 5,989,411 | 2.69% | 222,967,877 | 91.73% | 492 | |
Special Resolutions | ||||||||
To approve the variation of the remuneration ratio | 216,979,666 | 97.31% | 5,988,211 | 2.69% | 222,967,877 | 91.73% | 492 | |
To give authority to disapply pre-emption rights | 217,686,814 | 97.63% | 5,281,063 | 2.37% | 222,967,877 | 91.73% | 492 | |
To give authority to disapply pre-emption rights - Regulatory Capital Convertible Instruments | 211,382,984 | 94.80% | 11,584,893 | 5.20% | 222,967,877 | 91.73% | 492 | |
To give authority to re-purchase shares | 222,966,677 | 100.00% | 1,692 | 0.00% | 222,968,369 | 91.73% | 0 | |
That a general meeting except an AGM may be called on not less than 14 clear days' notice | 220,019,880 | 98.68 | 2,948,489 | 1.32% | 222,968,369 | 91.73% | 0 |
VOTES OF INDEPENDENT SHAREHOLDERS ON THE RESOLUTIONS CONCERNING THE RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS | ||||||||
Ordinary Resolutions | Total votes For | % | Total votes Against | % | Total votes cast | % of issued share capital | Votes withheld | |
To re-elect Rodney Duke | 80,589,613 | 99.96% | 34,291 | 0.04% | 80,623,904 | 80.03% | 492 | |
To re-elect Malcolm McCaig | 80,589,613 | 99.96% | 34,291 | 0.04% | 80,623,904 | 80.03% | 492 |
Copies of the resolutions dealing with special business passed at the Annual General Meeting have been sent to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM
NOTES:
1. 'Total Votes For' include votes recorded as at the discretion of the appointed proxy.
2. The 'vote withheld' option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote 'For' and 'Against' a resolution.
3. At the date of the AGM the issued share capital of the Company was 243,079,965 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website at
www.osb.co.ukm/investor-relations/shareholder-information/annual-general-meeting