Result of AGM

RNS Number : 4024M

Standard Chartered PLC

06 May 2015

 



RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

Wednesday 6 May 2015

Standard Chartered PLC (the 'Company') announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Wednesday 6 May 2015, as set out in the AGM notice.

A poll was held on each of the resolutions and was passed by the required majority. Resolutions 1 to 26 were passed as ordinary resolutions, and resolutions 27 to 31 were passed as special resolutions. The results of the poll were as follows:

Resolution	Votes For	%	Votes Against	%	Votes Withheld	Total Votes	% of ISC voted
1. To receive the Company's annual report and accounts for the financial year ended 31 December 2014 together with the reports of the directors and auditors.	470,762,582	99.93	340,548	0.07	1,905,955	471,103,130	76.09%
2. To declare a final dividend of 57.20 US cents per ordinary share for the year ended 31 December 2014.	471,849,886	99.99	29,125	0.01	1,130,361	471,879,011	76.22%
3. To approve the annual report on remuneration for the year ended 31 December 2014.	447,504,383	97.35	12,178,078	2.65	13,118,407	459,682,461	74.25%
4. To elect Dr Byron Grote who has been appointed as a non-executive director by the Board since the last AGM of the Company.	469,286,586	99.46	2,542,105	0.54	1,174,509	471,828,691	76.21%
5. To elect Andy Halford who has been appointed as an executive director by the Board since the last AGM of the Company.	468,026,132	99.26	3,500,854	0.74	1,446,535	471,526,986	76.16%
6. To elect Gay Huey Evans who has been appointed as a non-executive director by the Board since the last AGM of the Company.	471,174,100	99.86	666,414	0.14	1,162,687	471,840,514	76.21%
7. To elect Jasmine Whitbread who has been appointed as a non-executive director by the Board since the last AGM of the Company.	471,177,337	99.86	667,006	0.14	1,158,673	471,844,343	76.21%
8. To re-elect Om Bhatt, a non-executive director.	468,776,758	99.35	3,063,449	0.65	1,162,401	471,840,207	76.21%
9. To re-elect Dr Kurt Campbell, a non-executive director.	470,347,182	99.69	1,483,400	0.31	1,172,028	471,830,582	76.21%
10. To re-elect Dr Louis Cheung, a non-executive director.	469,865,234	99.65	1,667,355	0.35	1,173,119	471,532,589	76.16%
11. To re-elect Dr Han Seung-soo, KBE, a non-executive director.	470,354,562	99.69	1,484,749	0.31	1,163,299	471,839,311	76.21%
12. To re-elect Christine Hodgson, a non-executive director.	470,357,405	99.69	1,481,117	0.31	1,162,518	471,838,522	76.21%
13. To re-elect Naguib Kheraj, a non-executive director.	468,570,228	99.31	3,257,572	0.69	1,174,812	471,827,800	76.21%
14. To re-elect Simon Lowth, a non-executive director.	470,365,179	99.69	1,474,283	0.31	1,163,148	471,839,462	76.21%
15. To re-elect Ruth Markland, a non-executive director.	456,455,616	98.63	6,347,776	1.37	10,091,437	462,803,392	74.75%
16. To re-elect Sir John Peace, as Chairman.	452,848,624	96.05	18,640,180	3.95	1,513,053	471,488,804	76.15%
17. To re-elect Mike Rees, an executive director.	367,398,135	98.97	3,827,129	1.03	101,777,751	371,225,264	59.96%
18. To re-elect V Shankar, an executive director.*	N/A	N/A	N/A	N/A	N/A	N/A	N/A
19. To re-elect Paul Skinner, CBE, a non-executive director.	468,970,689	99.43	2,671,431	0.57	1,360,222	471,642,120	76.18%
20. To re-elect Dr Lars Thunell, a non-executive director.	470,117,447	99.64	1,710,886	0.36	1,173,952	471,828,333	76.21%
21. To appoint KPMG LLP as auditor to the Company from the end of the AGM until the end of next year's AGM.	462,364,292	97.99	9,498,959	2.01	1,145,923	471,863,251	76.21%
22. To authorise the Board to set the auditor's fees.	471,263,079	99.87	613,423	0.13	1,133,038	471,876,502	76.22%
23. To authorise the Company and its subsidiaries to make political donations.	458,117,079	97.09	13,707,669	2.91	1,170,348	471,824,748	76.21%
24. To authorise the Board to allot shares.	437,445,334	92.76	34,154,033	7.24	1,382,828	471,599,367	76.17%
25. To extend the authority to allot shares by such number of shares repurchased by the Company under the authority granted pursuant to resolution 29.	445,967,373	94.94	23,787,622	5.06	3,231,026	469,754,995	75.87%
26. To authorise the Board to allot shares and grant rights to subscribe for or to convert any security into shares in relation to any issue of Equity Convertible Additional Tier 1 Securities.	448,086,487	94.98	23,681,343	5.02	1,218,192	471,767,830	76.20%
27. To authorise the Board to disapply pre-emption rights in relation to authority granted pursuant to resolution 24.	467,178,937	99.45	2,562,463	0.55	3,244,188	469,741,400	75.87%
28. To authorise the Board to disapply pre-emption rights in relation to authority granted pursuant to resolution 26.	431,146,545	91.39	40,620,365	8.61	1,218,844	471,766,910	76.20%
29. To authorise the Company to purchase its own ordinary shares.	471,761,483	99.98	87,285	0.02	1,136,933	471,848,768	76.21%
30. To authorise the Company to purchase its own preference shares.	471,024,319	99.89	512,102	0.11	1,419,688	471,536,421	76.16%
31. That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.	438,736,875	92.99	33,081,003	7.01	1,168,198	471,817,878	76.21%

*Resolution withdrawn: as announced on 1 April 2015, V Shankar stood down from the Board with effect from 30 April 2015.

As at the date of the AGM, the number of issued ordinary shares of the Company was 2,476,540,307 shares, which was the total number of shares entitling the holders to attend and vote for or against all resolutions.  There was no share entitling the holder to attend and abstain from voting in favour of any of the resolutions as set out in rule 13.40 of the Hong Kong Listing Rules. In accordance with the Company's Articles of Association, on a poll every member has one vote for every four shares held, therefore the total number of voting rights was 619,135,076. Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or 'against' a resolution. Proxy appointments which gave discretion to the Chairman have been included in the 'for' total.

There were no restrictions on any shareholders casting votes on any of the resolutions proposed at the AGM, save resolutions 24. Executive directors of the Company and their associates were required to abstain from resolution 24 which affected a total of 228,012 voting rights. The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

The resolutions put to shareholders at the AGM today have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's National Storage Mechanism, which can be accessed at http://www.morningstar.co.uk/uk/NSM.

 

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