Result of AGM
Anglo American PLC
21 April 2004
News Release
21 April 2004
Anglo American AGM 2004 - voting results
Anglo American plc (the "Company") announces the following voting results for
the Ordinary and Special Business conducted at the Company's Annual General
Meeting held at The Conference Centre, Church House, Dean's Yard, Westminster,
London SW1P 3NZ at 11.00am on Wednesday 21 April 2004. In line with recommended
practice, a poll was conducted on each resolution at the meeting. On a poll
every member present, in person or by proxy has one vote for every ordinary
share held.
The Company's Auditors, Deloitte & Touche LLP, were appointed scrutineers and
the result of the polls was as follows. This announcement will be available for
viewing on the Company's website, www.angloamerican.com, along with a transcript
of the Annual General Meeting, as soon as practicable:
Ordinary business
1. To receive and adopt the financial statements comprising the consolidated
financial statements of the Anglo American Group and the unconsolidated
financial statements of Anglo American plc incorporated therein and the reports
of the directors and auditors for the year ended 31 December 2003.
For Against Abstain
727,854,225 18,422,188 27,813,188
2. To declare a final dividend of 39 US cents per ordinary share, which,
together with the interim dividend declared in August and paid in September
2003, will result in a total dividend in respect of the year ended 31 December
2003 of 54 US cents per ordinary share.
For Against Abstain
771,028,751 3 3,060,553
3. In accordance with the provisions of the Articles of Association of the
Company, and upon the recommendation of the board, to elect as a director Dr M S
B Marques and to re-elect the following directors (as separate resolutions):
(a) Elect Dr M S B Marques as a director
For Against Abstain
763,382,879 438,686 10,270,056
(b) Re-elect Mr B E Davison as a director
For Against Abstain
760,561,866 9,322,410 4,202,335
(c) Re-elect Dr C E Fay as a director
For Against Abstain
747,731,788 462,555 25,890,214
(d) Re-elect Mr A W Lea as a director
For Against Abstain
768,678,768 1,174,270 4,235,418
(e) Re-elect Mr R J Margetts as a director
For Against Abstain
741,175,900 7,324,573 25,590,178
(f) Re-elect Mr W A Nairn as a director
For Against Abstain
761,777,721 2,016,382 10,291,003
(g) Re-elect Mr N F Oppenheimer as a director
For Against Abstain
743,632,151 9,134,742 21,356,144
4. To re-appoint Deloitte & Touche LLP auditors for the ensuing year and
authorise the directors to determine their remuneration.
For Against Abstain
709,531,692 50,501,243 14,035,002
5. To approve the directors' remuneration report for the year ended 31 December
2003 set out in the Annual Report.
For Against Abstain
733,830,629 26,193,246 14,032,186
Special business
To consider and, if thought fit, to pass the following resolutions which will be
proposed, as to resolutions 6(a), 6(b) and 7 as ordinary resolutions and, as to
resolutions 8 and 9, as special resolutions.
Ordinary resolutions
6(a) The Rules of the Anglo American Bonus Share Plan 2004 (the Plan) referred
to in the Chairman of the Remuneration Committee's letter dated 24 February 2004
and produced in draft to this meeting and, for the purposes of identification
initialled by the Chairman, be approved and the directors be authorised to make
such modifications to the Plan as they may consider necessary to take account of
the requirements of the UK Listing Authority and best practice and to adopt the
Plan as so modified and do all acts and things necessary to operate the Plan.
For Against Abstain
666,781,667 78,873,898 28,418,622
6(b) The directors be authorised to establish further plans based on the Plan
but modified as may be necessary or desirable to take account of overseas
securities laws, exchange control and tax legislation, provided that any
ordinary shares of the Company made available under such further plans are
treated as counting against any limits on individual participation or overall
participation in the Plan.
For Against Abstain
719,913,133 27,453,819 26,701,495
7. That the authority to allot relevant securities conferred on the directors by
Article 9.2 of the Company's Articles of Association be renewed until the date
of the annual general meeting in 2005 up to an aggregate nominal amount of
US$246,500,000 (493 million ordinary shares).
For Against Abstain
672,283,385 98,674,077 3,132,733
Special resolutions
8. That subject to the passing of ordinary resolution 7 set out in this notice,
the power to allot equity securities wholly for cash conferred on the directors
by Article 9.3 of the Company's Articles of Association be renewed for the
period referred to in such resolution up to an aggregate nominal amount of
US$31,750,000 (63.5 million ordinary shares).
For Against Abstain
725,256,019 48,271,559 539,235
9. That the Company be and is generally and unconditionally authorised for the
purpose of Section 166 of the Companies Act 1985 to make market purchases
(within the meaning of Section 163(3) of the Companies Act 1985) of ordinary
shares of US$0.50 each in the capital of the Company provided that:
(a) the maximum number of ordinary shares of US$0.50 each in the capital of the
Company authorised to be acquired is 148,000,000;
(b) the minimum price which may be paid for an ordinary share is US$0.50, which
amount shall be exclusive of expenses;
(c) the maximum price which may be paid for an ordinary share is an amount
(exclusive of expenses) equal to 105% of the average of the middle market
quotation for an ordinary share, as derived from the London Stock Exchange Daily
Official List, for the five business days immediately preceding the day on which
such ordinary share is contracted to be purchased; and
(d) the authority hereby conferred shall expire at the conclusion of the annual
general meeting of the Company to be held in 2005 (except in relation to the
purchase of ordinary shares the contract for which was concluded before the
expiry of such authority and which might be executed wholly or partly after such
expiry) unless such authority is renewed prior to such time.
Where such shares are held in treasury, the Company may use them for the
purposes of its employee share schemes.
For Against Abstain
754,330,003 16,648,255 3,090,196
Accordingly all the resolutions were passed by the requisite majorities.
Nicholas Jordan
Company Secretary
Anglo American plc
20 Carlton House Terrace
London SW1Y 5AN
Registered Number 3564138
This information is provided by RNS
The company news service from the London Stock Exchange