Last checked at 13 Jul 2017 16:57
BURBERRY GROUP PLC
(the "Company")
Result of Annual General Meeting 2017
The Company announces the results of voting at its Annual General Meeting held earlier today and confirms that all resolutions were passed with majorities as set out below. All resolutions were taken on a poll.
The Board has proactively consulted with Burberry shareholders on remuneration matters both during the year and in the recent weeks leading up to today's Annual General Meeting.
We would like to thank our shareholders for their support for Resolution 2 (the Directors' Remuneration Policy) and are pleased that as a result of this extensive ongoing dialogue it received a vote of 93.40% in favour of the resolution. This reflects support for the Policy changes made during the year to reduce overall headline quantum, incorporate best practice features and ensure long term alignment with shareholders.
The Board would also like to thank our shareholders for their support for Resolution 3 (the Remuneration Report) which received a vote of 68.52% in favour of the resolution. The Board took proactive measures to address concerns around the 2016/17 Remuneration Report following its publication. With the interests of shareholders and the Company in mind, and with the support of Julie Brown, on 26 June 2017 we announced her decision to waive a portion of her buy-out award and 75% of her 2016/17 EPS award. We also provided additional information on the assessment of performance for Christopher Bailey's 2014 Exceptional performance-based share award on our website.
We appreciate the importance of shareholder alignment on remuneration matters and would like to thank our shareholders for the time they have invested with us. We will continue to build on the constructive dialogue we have established, and will give full consideration to their feedback in our decision-making over the upcoming year.
Resolutions 1 to 19 were proposed as Ordinary Resolutions and resolutions 20 to 22 as Special Resolutions. The results were as follows:
Resolution | Votes For* | % | Votes Against | % | Total votes validly cast | Total votes cast as % of issued share capital** | Votes Withheld*** | |
1 | To receive the Company's Annual Report and Accounts for the financial year ended 31 March 2017. | 337,814,486 | 99.63 | 1,255,417 | 0.37 | 339,069,903 | 77.87% | 44,511 |
2 | To approve the Directors' Remuneration Policy. | 315,538,767 | 93.40 | 22,283,872 | 6.60 | 337,822,639 | 77.58% | 1,291,775 |
3 | To approve the Director's Remuneration Report for the year ended 31 March 2017. | 226,928,117 | 68.52 | 104,241,135 | 31.48 | 331,169,252 | 76.06% | 7,945,162 |
4 | To declare a final dividend of 28.4p per ordinary share for the year ended 31 March 2017. | 339,092,583 | 100.00 | 115 | 0.00 | 339,092,698 | 77.87% | 21,716 |
5 | To re-elect Sir John Peace as a director of the Company. | 308,597,110 | 91.36 | 29,199,958 | 8.64 | 337,797,068 | 77.58% | 1,317,346 |
6 | To re-elect Fabiola Arredondo as a director of the Company. | 324,040,000 | 95.87 | 13,962,754 | 4.13 | 338,002,754 | 77.62% | 1,111,660 |
7 | To re-elect Philip Bowman as a director of the Company. | 325,762,550 | 97.55 | 8,167,128 | 2.45 | 333,929,678 | 76.69% | 5,184,736 |
8 | To re-elect Ian Carter as a director of the Company. | 324,781,587 | 96.18 | 12,889,826 | 3.82 | 337,671,413 | 77.55% | 1,443,001 |
9 | To re-elect Jeremy Darroch as a director of the Company. | 333,826,189 | 98.76 | 4,180,001 | 1.24 | 338,006,190 | 77.63% | 1,108,224 |
10 | To re-elect Stephanie George as a director of the Company. | 316,894,813 | 93.85 | 20,777,778 | 6.15 | 337,672,591 | 77.55% | 1,441,823 |
11 | To re-elect Matthew Key as a director of the Company. | 336,345,862 | 99.51 | 1,660,208 | 0.49 | 338,006,070 | 77.63% | 1,108,344 |
12 | To re-elect Dame Carolyn McCall as a director of the Company. | 336,302,410 | 99.50 | 1,704,768 | 0.50 | 338,007,178 | 77.63% | 1,107,236 |
13 | To re-elect Christopher Bailey as a director of the Company. | 335,716,904 | 99.02 | 3,306,561 | 0.98 | 339,023,465 | 77.86% | 90,949 |
14 | To elect Julie Brown as a director of the Company. | 333,317,858 | 98.31 | 5,712,852 | 1.69 | 339,030,710 | 77.86% | 83,704 |
15 | To elect Marco Gobbetti as a director of the Company. | 336,861,095 | 99.36 | 2,165,020 | 0.64 | 339,026,115 | 77.86% | 88,299 |
16 | To reappoint PricewaterhouseCoopers LLP as Auditors of the Company. | 333,611,326 | 98.38 | 5,476,594 | 1.62 | 339,087,920 | 77.87% | 26,494 |
17 | To authorise the Audit Committee of the Company to determine the Auditors' remuneration. | 338,806,369 | 99.92 | 280,710 | 0.08 | 339,087,079 | 77.87% | 26,847 |
18 | To authorise political donations by the Company and its subsidiaries. | 336,096,955 | 99.56 | 1,495,861 | 0.44 | 337,592,816 | 77.53% | 1,521,415 |
19 | To authorise the directors to allot shares. | 338,203,365 | 99.74 | 875,635 | 0.26 | 339,079,000 | 77.87% | 35,231 |
20 | To renew the directors' authority to disapply pre-emption rights. | 337,961,301 | 99.67 | 1,113,604 | 0.33 | 339,074,905 | 77.87% | 39,326 |
21 | To authorise the Company to purchase its own ordinary shares. | 333,785,836 | 98.49 | 5,129,209 | 1.51 | 338,915,045 | 77.83% | 199,186 |
22 | To authorise the directors to call general meetings (other than an AGM) on not less than 14 clear days' notice. | 317,391,258 | 94.01 | 20,232,907 | 5.99 | 337,624,165 | 77.54% | 1,490,065 |
Notes:
* Includes discretionary votes.
** Excluding treasury shares.
*** A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.
Every shareholder has one vote for every ordinary share held. As at 13 July 2017, the issued share capital of the Company consisted of 438,382,404 ordinary shares (including treasury shares). The Company held 2,949,066 shares in Treasury, which do not carry any voting rights. Therefore, the total number of voting rights in Burberry Group plc as at 13 July 2017 are 435,433,338. In accordance with Listing Rule 9.6.2 copies of all the resolutions passed, other than ordinary business, have been submitted to the National Storage Mechanism and will shortly be available for inspection at: http://www.morningstar.co.uk/uk/nsm
13 July 2017