6 Jul 2017 16:01
Result of AGM
Resolutions passed at Annual General Meeting
Thursday 6 July 2017
Great Portland Estates plc (the "Company") announces the results of voting on the resolutions at its Annual General Meeting ("AGM") held on Thursday 6 July 2017, as set out in the AGM notice.
A poll was held on each of the resolutions. Resolutions 1 to 17 (ordinary resolutions) and resolutions 18 to 21 (special resolutions) were all passed by the required majority. The results of the poll were as follows:
Resolution | Votes for | % | Votes Against | % | Total | % of issued share capital | Votes withheld* | |||
Ordinary resolutions | ||||||||||
1 | To receive and adopt the audited financial statements together with the directors' and auditors' reports for the year ended 31 March 2017. | 268,491,154 | 100% | 3,033 | 0.00% | 268,494,187 | 82.18% | 823,369 | ||
2 | To authorise the payment of a final dividend for the year ended 31 March 2017. | 269,126,065 | 100% | - | 0.00% | 269,126,065 | 82.37% | 191,491 | ||
3 | To approve the Directors' remuneration report, other than the part containing the Directors' remuneration policy, for the year ended 31 March 2017. | 250,188,063 | 95.70% | 11,230,137 | 4.30% | 261,418,200 | 80.01% | 7,899,356 | ||
4 | To approve the Directors' remuneration policy within the Directors' remuneration report for year ended 31 March 2017. | 259,839,425 | 97.13% | 7,669,753 | 2.87% | 267,509,178 | 81.87% | 1,808,378 | ||
5 | To re-elect Toby Courtauld as a director of the Company. | 268,272,895 | 99.62% | 1,033,463 | 0.38% | 269,306,358 | 82.42% | 11,198 | ||
6 | To re-elect Nick Sanderson as a director of the Company. | 268,272,571 | 99.62% | 1,033,787 | 0.38% | 269,306,358 | 82.42% | 11,198 | ||
7 | To re-elect Martin Scicluna as a director of the Company. | 258,905,190 | 97.34% | 7,087,505 | 2.66% | 265,992,695 | 81.41% | 3,324,861 | ||
8 | To re-elect Charles Philipps as a director of the Company | 269,057,197 | 99.91% | 249,161 | 0.09% | 269,306,358 | 82.42% | 11,198 | ||
9 | To re-elect Jonathan Short as a director of the Company. | 254,435,042 | 95.15% | 12,961,649 | 4.85% | 267,396,691 | 81.84% | 1,920,865 | ||
10 | To elect Wendy Becker as a director of the Company. | 269,298,537 | 100% | 7,821 | 0.00% | 269,306,358 | 82.42% | 11,198 | ||
11 | To elect Nick Hampton as a director of the Company. | 267,980,596 | 99.51% | 1,325,762 | 0.49% | 269,306,358 | 82.42% | 11,198 | ||
12 | To elect Richard Mully as a director of the Company. | 267,425,399 | 99.30% | 1,880,959 | 0.70% | 269,306,358 | 82.42% | 11,198 | ||
13 | To reappoint Deloitte LLP as auditor. | 259,692,465 | 96.88% | 8,365,050 | 3.12% | 268,057,515 | 82.04% | 1,260,041 | ||
Resolution |
Votes for |
% |
Votes Against |
% |
Total | % of issued share capital |
Votes withheld* | |||
Ordinary resolutions | ||||||||||
14 | To authorise the Audit Committee to agree the remuneration of the auditors. | 268,936,449 | 99.86% | 370,562 | 0.14% | 269,307,011 | 82.42% | 10,545 | ||
15 | To approve the amendments to the rules of the Great Portland Estates 2010 Long-Term Incentive Plan (LTIP) and to authorise the directors to adopt the changes to the LTIP and to do all things necessary to implement and give effect to the changes. | 260,672,623 | 96.92% | 8,280,646 | 3.08% | 268,953,269 | 82.32% | 364,287 | ||
16 | To renew the directors' authority to allot shares. | 261,027,146 | 97.12% | 7,747,387 | 2.88% | 268,774,533 | 82.26% | 543,023 | ||
17 | To increase the maximum aggregate amount of fees payable to the Non-Executive Directors. | 269,261,060 | 99.99% | 26,017 | 0.01% | 269,287,077 | 82.42% | 30,479 | ||
Special resolutions | ||||||||||
18 | To renew the director's limited authority to allot equity securities for cash. | 264,279,035 | 99.86% | 367,991 | 0.14% | 264,647,026 | 81.00% | 4,670,530 | ||
19 | To grant the directors additional limited authority to allot equity securities for cash as contemplated by the Pre-emption Group's Statement of Principles. | 252,811,181 | 95.53% | 11,834,574 | 4.47% | 264,645,755 | 81.00% | 4,671,801 | ||
20 | To renew the authority enabling the Company to buy its own shares. | 255,463,478 | 94.91% | 13,702,558 | 5.09% | 269,166,036 | 82.38% | 151,520 | ||
21 | To authorise the calling of general meetings (other than an annual general meeting) on not less than 14 clear days' notice. | 237,424,632 | 88.16% | 31,878,587 | 11.84% | 269,303,219 | 82.42% | 14,336 | ||
Notes:
*A vote withheld is not a vote in law and therefore cannot be counted in the calculation of the proportion of votes for and against a resolution.
As at the date of the AGM, the number of issued shares of the Company was 326,729,852 shares of 13 3/19 pence each, which was the total number of shares entitling the holders to attend and vote for or against all resolutions.
In accordance with the Financial Conduct Authority's Listing Rule 9.6.2 a copy of the resolutions passed at the Annual General Meeting will be available via the National Storage Mechanism, which can be accessed at http://www.morningstar.co.uk/uk/NSM