Result of AGM 2019

RNS Number : 6389X

Weir Group PLC

30 April 2019

 

THE WEIR GROUP PLC

30 April 2019

 

AGM Voting Results 2019

The Annual General Meeting of The Weir Group PLC was held on Tuesday 30 April 2019 at 2.30 pm. 

All resolutions were passed on a poll. Resolutions 19 to 22 were passed as special resolutions.

The table below sets out the proxy voting results.

		VOTES FOR	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED	VOTES WITHHELD*
Resolution 1	To receive and adopt the report and financial statements.	212,560,343	99.98%	33,619	0.02%	212,593,962	81.89%	2,698,070
Resolution 2	To declare a final dividend.	215,180,419	100%	1,482	0%	215,181,901	82.89%	110,131
Resolution 3	To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy).	198,708,685	93.09%	14,750,923	6.91%	213,459,608	82.23%	1,833,024
Resolution 4	To approve the amendments to the Company's Share Reward Plan and All-Employee Share Ownership Plan.	213,636,608	99.25%	1,606,731	0.75%	215,243,339	82.91%	48,693
Resolution 5	To elect Engelbert Haan as a Director of the Company.	214,724,091	99.81%	408,415	0.19%	215,132,506	82.87%	159,526
Resolution 6	To elect Cal Collins as a Director of the Company.	213,326,599	99.16%	1,803,263	0.84%	215,129,862	82.87%	162,170
Resolution 7	To re-elect Clare Chapman as a Director of the Company.	205,571,610	95.55%	9,567,380	4.45%	215,138,990	82.87%	153,042
Resolution 8	To re-elect Barbara Jeremiah as a Director of the Company.	212,427,119	98.74%	2,707,782	1.26%	215,134,901	82.87%	157,131
Resolution 9	To re-elect Stephen Young as a Director of the Company.	210,170,543	97.69%	4,971,007	2.31%	215,141,550	82.87%	150,482
Resolution 10	To re-elect Charles Berry as a Director of the Company.	211,696,771	98.40%	3,438,990	1.60%	215,135,761	82.87%	152,271
Resolution 11	To re-elect Jon Stanton as a Director of the Company.	213,601,682	99.29%	1,537,678	0.71%	215,139,360	82.87%	149,672
Resolution 12	To re-elect John Heasley as a Director of the Company.	211,978,705	98.53%	3,156,123	1.47%	215,134,828	82.87%	154,204
Resolution 13	To re-elect Mary Jo Jacobi as a Director of the Company.	213,118,813	99.06%	2,011,923	0.94%	215,130,736	82.87%	158,296
Resolution 14	To re-elect Sir Jim McDonald as a Director of the Company.	212,982,575	99%	2,152,103	1%	215,134,678	82.87%	154,354
Resolution 15	To re-elect Rick Menell as a Director of the Company.	156,112,165	75.19%	51,509,215	24.81%	207,621,380	79.98%	7,667,652
Resolution 16	To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company.	215,123,753	99.98%	41,279	0.02%	215,165,032	82.88%	127,000
Resolution 17	That the Company's Audit Committee be authorised to determine the remuneration of the Auditors.	215,147,974	99.99%	29,306	0.01%	215,177,280	82.89%	114,752
Resolution 18	To renew the Directors' general power to allot shares.	201,400,404	93.56%	13,856,963	6.44%	215,257,367	82.92%	34,665
Resolution 19	To partially disapply the statutory pre-emption provisions.	214,710,088	99.75%	545,868	0.25%	215,255,956	82.92%	35,176
Resolution 20	To partially disapply the statutory pre-emption provisions in connection with an acquisition or specified capital investment.	202,177,019	93.92%	13,081,997	6.08%	215,259,016	82.92%	33,016
Resolution 21	To renew the Company's authority to purchase its own shares.	213,792,498	99.48%	1,127,623	0.52%	214,920,121	82.79%	371,018
Resolution 22	To reduce the notice period for general meetings.	204,779,358	95.53%	9,590,320	4.47%	214,369,678	82.58%	922,354

* A vote withheld is not a vote in law and is not counted in the calculation of proportion of votes For and Against a resolution.

With regard to the re-election of Rick Menell, we are pleased that he received votes in favour of over 75%, but note that support for his re-election was not as strong as that shown for other Directors. The context to Rick's extension is set in our Annual Report and this highlights the benefits of his continued service at a time of recent change in both Board composition and portfolio transformation.  

As required by the Corporate Governance Code, the Board thought very carefully about Rick's independence when assessing whether to propose he serve a further year and specifically considered the matter of Rick's tenure in considering the extension of his appointment as senior independent director. As set out in the Annual Report, the Nomination Committee were satisfied that Rick's tenure had not compromised his independence in any way and he is and remains independent in character and judgement notwithstanding the fact that he has served on the Board for more than nine years. As such, having made that determination of independence, this would naturally flow through to Committees on which Rick sits.

We maintain a programme of active engagement with our shareholders and will continue to take their views into account. Following election of directors at the AGM, committee composition and succession planning for the role of SID was already on the agenda to be discussed at the June Nomination Committee meeting.  

a)   Any votes that give discretion to the Chairman have been included in the "For" total.

b)   At close of business on 29 April 2019 there were 259,602,052 Ordinary Shares in issue (excluding treasury shares). 

A copy of the resolutions passed concerning special business has been submitted and will shortly be available for inspection at the National Storage Mechanism which is located at https://www.morningstar.co.uk/uk/NSM.

For further information, please contact:

Graham Vanhegan

Company Secretary

Telephone: [phone]

 

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