Last checked at 6 May 2020 17:40
GlaxoSmithKline plc
Results of Annual General Meeting
GlaxoSmithKline plc ('GSK') held its Annual General Meeting ('AGM') at 2.30pm on Wednesday 6 May 2020.
As a result of the COVID-19 pandemic and the prohibition on public gatherings of more than two people, the AGM was held as a closed meeting attended by the minimum necessary quorum of two shareholders. All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting.
All resolutions were passed at the AGM and the results of the poll are set out below. The full text of the resolutions considered at the AGM are contained in the Notice of AGM published on 23 March 2020 which is available on GSK's website at www.gsk.com.
Commenting after the shareholder webcast, which was held after the AGM, Sir Jonathan Symonds, Chairman, said "Despite the current crisis which unfortunately meant that we could not hold our AGM in the usual way, I was pleased that we could engage with our shareholders via the webcast and that we were able to answer a number of questions. I would like to thank shareholders for their participation and for their continued support and understanding in these exceptional times".
Resolution | Total votes for(1)(2) | % | Total votes against(2) | % | Total votes cast | Votes withheld(3) | |
1 | Receive and adopt the 2019 Annual Report | 3,600,444,466 | 99.14 | 31,207,913 | 0.86 | 3,631,652,379 | 10,956,841 |
2 | Approve the Annual report on remuneration | 3,420,333,315 | 94.53 | 197,813,171 | 5.47 | 3,618,146,486 | 24,463,063 |
3 | To approve the Remuneration policy | 2,665,161,732 | 88.18 | 357,360,021 | 11.82 | 3,022,521,753 | 620,087,463 |
4 | Election of Sir Jonathan Symonds | 3,608,718,661 | 99.35 | 23,502,289 | 0.65 | 3,632,220,950 | 10,386,063 |
5 | Election of Charles Bancroft | 3,627,334,204 | 99.87 | 4,856,095 | 0.13 | 3,632,190,299 | 10,417,951 |
6 | Re-election of Emma Walmsley | 3,627,591,812 | 99.84 | 5,958,848 | 0.16 | 3,633,550,660 | 9,058,990 |
7 | Re-election of Vindi Banga | 3,610,251,798 | 99.39 | 22,061,718 | 0.61 | 3,632,313,516 | 10,290,761 |
8 | Re-election of Dr Hal Barron | 3,626,272,920 | 99.83 | 6,065,354 | 0.17 | 3,632,338,274 | 10,268,248 |
9 | Re-election of Dr Vivienne Cox | 3,610,563,927 | 99.39 | 21,999,262 | 0.61 | 3,632,563,189 | 10,044,077 |
10 | Re-election of Lynn Elsenhans | 3,625,704,253 | 99.82 | 6,692,345 | 0.18 | 3,632,396,598 | 10,211,321 |
11 | Re-election of Dr Laurie Glimcher | 3,627,888,440 | 99.87 | 4,570,015 | 0.13 | 3,632,458,455 | 10,149,465 |
12 | Re-election of Dr Jesse Goodman | 3,627,512,409 | 99.87 | 4,791,872 | 0.13 | 3,632,304,281 | 10,303,639 |
13 | Re-election of Judy Lewent | 3,555,987,248 | 97.90 | 76,330,162 | 2.10 | 3,632,317,410 | 10,290,509 |
14 | Re-election of Iain Mackay | 3,589,348,335 | 98.83 | 42,624,938 | 1.17 | 3,631,973,273 | 10,634,976 |
15 | Re-election of Urs Rohner | 3,566,736,006 | 98.27 | 62,967,560 | 1.73 | 3,629,703,566 | 10,694,898 |
16 | Re-appointment of the auditor | 3,629,594,188 | 99.89 | 4,085,942 | 0.11 | 3,633,680,130 | 8,926,613 |
17 | Remuneration of auditor | 3,628,076,303 | 99.86 | 4,927,253 | 0.14 | 3,633,003,556 | 9,605,108 |
18 | Authority for the company to make donations to political organisations and incur political expenditure | 3,535,034,521 | 97.51 | 90,339,692 | 2.49 | 3,625,374,213 | 17,230,899 |
19 | Authority to allot shares | 3,486,912,340 | 96.08 | 142,428,115 | 3.92 | 3,629,340,455 | 13,259,348 |
20 | Disapplication of pre-emption rights - general power(4) | 3,551,097,589 | 97.88 | 76,802,232 | 2.12 | 3,627,899,821 | 14,698,767 |
21 | Disapplication of pre-emption rights - in connection with an acquisition or specified capital investment(4) | 3,547,842,037 | 97.88 | 76,869,347 | 2.12 | 3,624,711,384 | 17,887,616 |
22 | Authority for the company to purchase its own shares(4) | 3,564,497,165 | 98.16 | 66,913,063 | 1.84 | 3,631,410,228 | 11,196,094 |
23 | Exemption from statement of senior statutory auditor's name | 3,584,838,016 | 98.78 | 44,131,049 | 1.22 | 3,628,969,065 | 13,635,791 |
24 | Authority for reduced notice of a general meeting other than an AGM(4) | 3,354,669,411 | 92.41 | 275,453,838 | 7.59 | 3,630,123,249 | 12,478,713 |
Notes:
(1) | The "for" votes include those giving the Chairman discretion. In line with the notification issued to American Depositary Receipt (ADR) holders last year, GSK did not instruct its ADR Depositary to vote any unvoted ADRs in respect of the AGM resolutions. |
(2) | Votes "for" and "against" are expressed as a percentage of the total votes cast. |
(3) | 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. |
(4) | Indicates Special Resolutions requiring a 75% majority. |
The following table provides further relevant information:
|
GSK's Twentieth AGM (2020) |
GSK's Nineteenth AGM (2019) |
Issued share capital (excluding Treasury Shares) | 5,017,091,542 | 4,987,806,108 |
Total votes cast and votes withheld lodged as a % of GSK's issued share capital (excluding Treasury Shares) | 72.60% | 71.49% |
Total shareholder population | 105,353 | 108,698 |
Total number of proxies lodged | 6,268 | 6,635 |
% of shareholders who lodged proxies | 5.95% | 6.10% |
The above poll results will shortly be available on the Company's website at www.gsk.com. In accordance with Listing Rule 9.6.2, a copy of the resolutions, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
V A Whyte
Company Secretary
6 May 2020