Old Mutual plc
Ref 48/13
9 May 2013
changes of directors and Results of shareholder voting at the 2013 Annual General Meeting
At the conclusion of the 2013 Annual General Meeting of Old Mutual plc (the "Company") held in London earlier today, the retirements of Russell Edey and Lars Otterbeck from the Board as independent non-executives directors took effect. Alan Gillespie has succeeded Russell Edey as Chairman of the Remuneration Committee and Roger Marshall has also joined that Committee.
At the AGM itself, all of the resolutions set out in the Notice of Meeting were voted on by a poll and were duly passed, Details of the votes cast were as follows:
ORDINARY RESOLUTIONS
Resolution 1: To receive and adopt the directors' report and audited financial statements of the Group for the year ended 31 December 2012 |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,111,901,128 |
99.97% |
6,159,330 |
Votes against |
% of votes cast |
|
991,442 |
0.03% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,112,892,570 |
63.59% |
Resolution 2: To declare a final dividend of 5.25p per ordinary share in the capital of the Company on the register at the close of business on 26 April 2013 |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,112,492,891 |
99.94% |
4,682,270 |
Votes against |
% of votes cast |
|
1,873,671 |
0.06% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,114,366,562 |
63.62% |
Resolution 3(i): To elect Ms D Gray as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,099,768,656 |
99.82% |
13,652,068 |
Votes against |
% of votes cast |
|
5,628,108 |
0.18% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,105,396,764 |
63.44% |
Resolution 3(ii): To re-elect Mr M Arnold as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,100,743,281 |
99.82% |
12,646,500 |
Votes against |
% of votes cast |
|
5,658,176 |
0.18% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,106,401,457 |
63.46% |
Resolution 3(iii): To re-elect Mr P Broadley as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,103,130,351 |
99.78% |
9,031,929 |
Votes against |
% of votes cast |
|
6,886,552 |
0.22% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,110,016,903 |
63.53% |
Resolution 3(iv): To re-elect Mr A Gillespie as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,100,602,325 |
99.81% |
12,397,980 |
Votes against |
% of votes cast |
|
6,048,527 |
0.19% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,106,650,852 |
63.47% |
Resolution 3(v): To re-elect Mr R Khoza as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,020,363,557 |
97.10% |
8,375,046 |
Votes against |
% of votes cast |
|
90,297,717 |
2.90% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,110,661,274 |
63.55% |
Resolution 3(vi): To re-elect Mr R Marshall as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,105,623,957 |
99.83% |
8,225,322 |
Votes against |
% of votes cast |
|
5,199,553 |
0.17% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,110,823,510 |
63.55% |
Resolution 3(vii): To re-elect Mr B Nqwababa as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,098,653,744 |
99.69% |
10,789,108 |
Votes against |
% of votes cast |
|
9,605,980 |
0.31% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,108,259,724 |
63.50% |
Resolution 3(viii): To re-elect Ms N Nyembezi-Heita as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,089,569,693 |
99.49% |
13,769,690 |
Votes against |
% of votes cast |
|
15,709,449 |
0.51% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,105,279,142 |
63.44% |
Resolution 3(ix): To re-elect Mr P O'Sullivan as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,101,847,855 |
99.74% |
9,122,839 |
Votes against |
% of votes cast |
|
8,078,138 |
0.26% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,109,925,993 |
63.53% |
Resolution 3(x): To re-elect Mr J Roberts as a director of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,017,503,812 |
96.99% |
7,997,160 |
Votes against |
% of votes cast |
|
93,546,110 |
3.01% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,111,049,922 |
63.55% |
Resolution 4: To re-appoint KPMG Audit Plc as auditors to the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,096,016,730 |
99.83% |
17,622,764 |
Votes against |
% of votes cast |
|
5,402,001 |
0.17% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,101,418,731 |
63.36% |
Resolution 5: To authorise the Group Audit Committee to settle the remuneration of the auditors |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,098,401,565 |
99.90% |
17,442,040 |
Votes against |
% of votes cast |
|
3,204,352 |
0.10% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,101,605,917 |
63.36% |
Resolution 6: To approve the Remuneration Report in the Company's report and accounts for the year ended 31 December 2012 |
||
Votes in favour |
% of votes cast |
Votes withheld |
2,933,771,399 |
97.94% |
123,524,253 |
Votes against |
% of votes cast |
|
61,752,305 |
2.06% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
2,995,523,704 |
61.19% |
Resolution 7: To grant authority to allot shares in the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
2,641,141,220 |
84.89% |
7,860,613 |
Votes against |
% of votes cast |
|
470,051,999 |
15.11% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,111,193,219 |
63.56% |
SPECIAL RESOLUTIONS
Resolution 8: To grant authority to disapply pre-emption rights in allotting certain equity securities and selling treasury shares |
||
Votes in favour |
% of votes cast |
Votes withheld |
2,665,327,910 |
85.70% |
8,799,427 |
Votes against |
% of votes cast |
|
444,918,119 |
14.30% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,110,246,029 |
63.54% |
Resolution 9: To grant the Board authority to repurchase shares by market purchase on the London Stock Exchange |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,045,861,730 |
98.18% |
16,733,176 |
Votes against |
% of votes cast |
|
56,458,926 |
1.82% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,102,320,656 |
63.38% |
Resolution 10: To approve contingent purchase contracts relating to purchases of shares on the African stock exchanges where the Company's shares are listed |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,044,427,038 |
98.17% |
17,802,705 |
Votes against |
% of votes cast |
|
56,824,089 |
1.83% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,101,251,127 |
63.35% |
Resolution 11: To approve certain amendments to the Articles of Association of the Company |
||
Votes in favour |
% of votes cast |
Votes withheld |
3,046,156,579 |
97.94% |
8,675,508 |
Votes against |
% of votes cast |
|
64,221,745 |
2.06% |
|
Total votes cast (excluding votes withheld) |
% of total shares eligible to vote |
|
3,110,378,324 |
63.54% |
Notes to the above table:
· Votes in favour include proxy votes where the Chairman was give discretion how to vote.
· Votes withheld are not counted in the calculation of the proportion of votes for or against a resolution.
· The total number of shares eligible to vote was 4,895,054,991, being the total number of shares in issue at the close of business on 7 May 2013.
· In accordance with Listing Rules 9.6.2R and 9.6.3R, the full text of the resolutions passed, other than resolutions concerning ordinary business, has been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.doc
Enquiries
External communications
Patrick Bowes UK +44 (0)20 7002 7440
Investor relations
Dominic Lagan UK +44 (0)20 7002 7190
Kelly de Kock SA +27 (0)21 509 8709
Media
William Baldwin-Charles +44 (0)20 7002 7133
+44 (0)7834 524 833
Notes to Editors
Old Mutual provides life assurance, asset management, banking and general insurance to more than 14 million customers in Africa, the Americas, Asia and Europe. Originating in South Africa in 1845, Old Mutual has been listed on the London and Johannesburg Stock Exchanges, among others, since 1999.
In the year ended 31 December 2012, the Group reported adjusted operating profit before tax of £1.6 billion (on an IFRS basis) and had £262 billion of funds under management from core operations.
For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com