Last checked at 19 Oct 2018 17:08
Ashmore Group plc (the "Company")
19 October 2018
Results of Annual General Meeting ("AGM")
The Board of Ashmore Group plc (the "Board"), is pleased to announce that at the AGM of the Company held earlier today all resolutions were duly passed on a poll. All of the resolutions are accordingly, declared as carried. Resolutions 5, 6, 7 and 8, relating to the re-election of Independent Non-Executive Directors, are carried by a majority of votes cast by both Independent Shareholders as well as by a majority of votes cast by all shareholders.
We acknowledge that some shareholders did not support Resolution 17 (waiver of obligation under Rule 9 of the Takeover Code). Ashmore actively solicits the views of its major shareholders and following publication of the Notice of Meeting was in contact with a number of them to understand how they intended to vote and why. This, together with previous engagement on the same issue, meant that the Company has already gained some insight into the reasons behind the results of the voting. The Company will continue this dialogue with its shareholders as part of its normal investor relations activities. Ashmore remains committed to engaging with shareholders on issues of concern to ensure that its policies and practice are transparent, clear and understood in the context of Ashmore's business model and performance, in particular its proposals regarding the waiver under Rule 9 of the Takeover Code. Shareholders' views are reported to the Board so that they can be taken into account in future decision-making.
The results of the poll on each resolution were as follows:
FOR | AGAINST | ABSTAIN* | TOTAL VOTE |
% age of total votes in favour | ||
Resolution Number | No. of Votes
| No. of Votes
| No. of Votes
| |||
1
| To receive and adopt the Report and Accounts for the year ended 30 June 2018 | 612,565,795 | 0 | 236,661 | 612,565,795 | 100% |
2 | To declare a final dividend for the year ended 30 June 2018 of 12.1 pence per Ordinary Share | 612,801,323 | 0 | 1,133 | 612,801,323 | 100% |
3 | To re-elect Mark Coombs as a Director | 610,241,981 | 2,558,223 | 2,252 | 612,800,204 | 99.58% |
4 | To re-elect Tom Shippey as a Director | 610,241,664 | 2,558,460 | 2,332 | 612,800,124 | 99.58% |
5 | To re-elect Clive Adamson as a Director (all shareholders) | 556,753,377 | 55,925,874 | 123,204 | 612,679,251 | 90.87% |
5 | To re-elect Clive Adamson as a Director (independent shareholders) | 285,361,764 | 55,925,874 | 123,124 | 341,287,638 | 83.61% |
6 | To re-elect David Bennett as a Director (all shareholders) | 609,562,704 | 3,237,419 | 2,332 | 612,800,123 | 99.47% |
6 | To re-elect David Bennett as a Director (independent shareholders) | 338,171,091 | 3,237,419 | 2,332 | 341,408,510 | 99.05 |
7 | To elect Jennifer Bingham as a Director (all shareholders) | 607,758,200 | 15,500 | 5,028,756 | 607,773,700 | 100% |
7 | To elect Jennifer Bingham as a Director (independent shareholders) | 336,366,587 | 15,500 | 5,028,756 | 336,382,087 | 100% |
8 | To re-elect Dame Anne Pringle as a Director (all shareholders) | 548,812,638 | 63,987,484 | 2,332 | 612,800,122 | 89.56% |
8 | To re-elect Dame Anne Pringle as a Director (independent shareholders) | 277,421,025 | 63,987,484 | 2,332 | 341,408,509 | 81.26% |
9 | To approve the Remuneration Report for the year ended 30 June 2018 | 463,675,046 | 106,606,941 | 42,520,468 | 570,281,987 | 81.31% |
10 | To re-appoint KPMG LLP as auditors | 602,674,457 | 8,842,439 | 1,285,559 | 611,516,896 | 98.55% |
11 | To authorise the Audit and Risk Committee to agree the remuneration of the auditors | 610,119,825 | 2,675,940 | 6,691 | 612,795,765 | 99.56% |
12 | To authorise political donations and political expenditure | 610,222,708 | 2,575,176 | 4,572 | 612,797,884 | 99.58% |
13 | To authorise the Directors to allot shares | 605,639,962 | 7,160,345 | 2,149 | 612,800,307 | 98.83% |
14 | To authorise the dis-application of pre-emption rights up to 35,637,040 shares** | 612,768,062 | 28,322 | 6,072 | 612,796,384 | 100% |
15 | To authorise the dis-application of pre-emption rights up to a further 35,637,040 shares** | 603,511,687 | 9,284,696 | 6,072 | 612,796,383 | 98.48% |
16 | To authorise market purchases of shares** | 603,078,063 | 9,670,135 | 54,256 | 612,748,198 | 98.42% |
17 | To approve the renewal of the waiver of the obligation under Rule 9 of the Takeover Code *** | 240,980,931 | 90,527,530 | 9,902,381 | 331,508,461 | 72.69% |
18 | To reduce the notice period for general meetings other than an Annual General Meeting** | 604,341,087 | 8,459,037 | 2,332 | 612,800,124 | 98.62% |
* A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.
** Indicates Special Resolutions requiring a 75% majority
*** Mark Coombs has not voted on Resolution 17 as an interested party
Ashmore Group PLC's Legal Entity Identifier (LEI) is 549300U3L59WB4YI2X12
In accordance with LR 9.6.2R, copies of resolutions concerning special business passed at the Annual General Meeting today, have been submitted to the Financial Conduct Authority's national storage mechanism. This document will shortly be available to view at www.morningstar.co.uk/uk/NSM
For further details, please contact:
John Taylor
Group Company Secretary
Ashmore Group plc
61 Aldwych
London WC2B 4AE
(T) +44 (0)20 3077 6386
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