7 Jul 2017 14:10
AVEVA Group plc ("the Company")
Results of AGM
At the Company's Annual General Meeting held at 9.30 a.m. today, Friday 7 July 2017, all of the resolutions put to the meeting were passed on a poll vote. The results are set out below.
As announced on 6 July 2017, Resolution 19 was withdrawn following feedback received from shareholders so was not voted on at the Annual General Meeting.
The full text of all the resolutions can be found in the Notice of Annual General Meeting which is available for viewing at the National Storage Mechanism which can be located at http://www.morningstar.co.uk/uk/nsm and from the Company's website, www.aveva.com.
In Favour | Against | Total Votes Cast
| Votes Withheld | ||||
Resolution | No. of Votes | %age of Votes | No. of Votes | %age of Votes | No. of Votes | %age of issued share capital voted | No. of Votes |
1. To receive the annual accounts of the Company and the reports of the Directors for the financial year ended 31 March 2017 together with the auditor's reports thereon. | 48,258,909 | 98.82 | 574,442 | 1.18 | 49,229,753 | 76.95 | 396,402 |
2. To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the financial year ended on 31 March 2017 as set out on pages 59 to 66 of the Annual Report and Accounts 2017. | 35,968,139 | 74.17 | 12,526,840 | 25.83 | 49,229,752 | 76.95 | 734,773 |
3. To approve the Directors' Remuneration Policy, which is contained in the Directors' Remuneration Report, as set out on pages 47 to 58 of the Annual Report of the Annual Report and Accounts 2017. | 26,846,776 | 56.45 | 20,715,431 | 43.55 | 49,229,753 | 76.95 | 1,667,546 |
4. To declare a final dividend of 27.0 pence per ordinary share in respect of the year ended 31 March 2017 to shareholders on the register of members at close of business on 7 July 2017 payable on 4 August 2017. | 49,229,753 | 100.00 | 0 | 0.00 | 49,229,753 | 76.95 | 0 |
5. To elect Christopher Humphrey as a Director of the Company. | 45,718,831 | 92.87 | 3,508,720 | 7.13 | 49,229,753 | 76.95 | 2,202 |
6. To elect Ron Mobed as a Director of the Company. | 48,628,983 | 98.78 | 598,568 | 1.22 | 49,229,753 | 76.95 | 2,202 |
7. To elect David Ward as a Director of the Company. | 49,133,977 | 99.81 | 93,574 | 0.19 | 49,229,753 | 76.95 | 2,202 |
8. To re-elect Philip Aiken as a Director of the Company. | 42,860,498 | 89.08 | 5,256,526 | 10.92 | 49,229,753 | 76.95 | 1,112,729 |
9. To re-elect James Kidd as a Director of the Company. | 49,159,284 | 99.86 | 68,267 | 0.14 | 49,229,753 | 76.95 | 2,202 |
10. To re-elect Jennifer Allerton as a Director of the Company. | 45,697,676 | 92.83 | 3,529,875 | 7.17 | 49,229,753 | 76.95 | 2,202 |
11. To reappoint Ernst & Young LLP as auditor of the Company. | 48,165,513 | 97.84 | 1,063,733 | 2.16 | 49,229,753 | 76.95 | 507 |
12. To authorise the Directors to fix the remuneration of the auditor. | 49,227,551 | 100.00 | 2,202 | 0.00 | 49,229,753 | 76.95 | 0 |
13. To authorise the Company to make market purchases pursuant to Section 701 of the Companies Act 2006. | 48,565,054 | 98.65 | 664,699 | 1.35 | 49,229,753 | 76.95 | 0 |
14. To authorise the Directors to allot securities pursuant to Section 551 of the Companies Act 2006. | 47,347,642 | 96.45 | 1,744,063 | 3.55 | 49,229,753 | 76.95 | 138,048 |
15. To empower the Directors to allot equity securities pursuant to Section 570 and 573 of the Companies Act 2006. | 49,227,505 | 100.00 | 1,741 | 0.00 | 49,229,753 | 76.95 | 507 |
16. To allow 14 days' notice of general meetings. | 48,081,387 | 97.67 | 1,148,365 | 2.33 | 49,229,752 | 76.95 | 0 |
17. To approve amendments to the rules of the AVEVA Group Long Term Incentive Plan 2014, the AVEVA Group Senior Employee Restricted Share Plan 2015 and the AVEVA Group Management Bonus Deferred Share Scheme 2008. | 47,844,308 | 97.19 | 1,384,945 | 2.81 | 49,229,753 | 76.95 | 500 |
18. To approve amendments to the rules of the AVEVA Group Senior Employee Restricted Share Plan 2015 to allow awards to be granted to PDMRs (other than directors of the Company). | 45,451,987 | 92.33 | 3,777,766 | 7.67 | 49,229,753 | 76.95 | 0 |
The Company notes the significant number of votes cast against:
- Resolution 2, the advisory vote on the Directors' Remuneration Report; and
- Resolution 3, the binding vote on the Directors' Remuneration Policy;
(the "Resolutions").
The Company has noted that the Resolutions are duly passed under the Companies Act 2006.
Nonetheless in view of the significant proportion of votes cast against the Resolutions and the Company's obligations under the UK Corporate Governance Code, the Company takes its responsibility to engage with investors seriously and, therefore, will conduct a thorough assessment of the feedback received.
The total number of shares in issue at the voting date is 63,975,869. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes for and against the resolution.
Enquires: | Telephone: |
AVEVA Group plc |
|
David Ward, Chief Financial Officer | +44 (0)1223 556655 |
Claire Denton, Company Secretary | +44 (0)1223 556655 |
FTI Consulting | Telephone: |
Ed Bridges/Dwight Burden | +44 (0)20 3727 1400 |