Last checked at 11 May 2022 14:40
11 May 2022
Jupiter Fund Management plc (the "Company")
Results of the Annual General Meeting
The Board announces that at the Annual General Meeting ("AGM") of the Company held today, 11 May 2022, at The Zig Zag Building, 70 Victoria Street, London SW1E 6SQ, all of the resolutions set out in the Notice of Meeting were passed by the requisite majorities.
The results of the AGM resolutions, all decided by way of poll, are set out below.
Resolutions | For | % of total votes for | Against | % of total votes against | Total votes | Votes withheld* |
1. To receive the report of the Directors and the Accounts of the Company for the year ended 31 December 2021 | 450,798,236 | 100.00 | 1,886 | 0.00 | 450,800,122 | 319,733 |
2. To approve the Annual Remuneration Report for the year ended 31 December 2021 | 430,689,519 | 95.48 | 20,370,155 | 4.52 | 451,059,674 | 60,101 |
3. To approve a final dividend of 9.2 pence for the year ended 31 December 2021 | 450,969,463 | 99.98 | 105,002 | 0.02 | 451,074,465 | 45,390 |
4. To elect David Cruikshank as a Director | 448,701,466 | 99.48 | 2,336,153 | 0.52 | 451,037,619 | 82,156 |
5. To elect Dale Murray as a Director | 346,759,202 | 76.88 | 104,278,417 | 23.12 | 451,037,619 | 82,156 |
6. To elect Suzy Neubert as a Director | 449,200,084 | 99.59 | 1,830,336 | 0.41 | 451,030,420 | 89,355 |
7. To re-elect Andrew Formica as a Director | 438,267,430 | 97.16 | 12,797,387 | 2.84 | 451,064,817 | 54,958 |
8. To re-elect Wayne Mepham as a Director | 441,034,053 | 97.78 | 10,001,672 | 2.22 | 451,035,725 | 84,050 |
9. To re-elect Chris Parkin as a Director | 441,301,834 | 97.84 | 9,726,585 | 2.16 | 451,028,419 | 91,356 |
10. To re-elect Nichola Pease as a Director | 434,554,354 | 96.35 | 16,481,478 | 3.65 | 451,035,832 | 83,943 |
11. To re-elect Karl Sternberg as a Director | 429,143,100 | 95.17 | 21,769,828 | 4.83 | 450,912,928 | 206,847 |
12. To re-elect Roger Yates as a Director | 334,433,242 | 74.15 | 116,595,177 | 25.85 | 451,028,419 | 91,356 |
13. To re-appoint PricewaterhouseCoopers LLP as the Company's auditors | 446,262,566 | 98.94 | 4,800,321 | 1.06 | 451,062,887 | 56,968 |
14. To authorise the Audit and Risk Committee to set the remuneration of the auditor | 448,017,140 | 99.32 | 3,060,161 | 0.68 | 451,077,301 | 42,554 |
15. To authorise the Directors to allot shares in the Company | 347,237,481 | 77.01 | 103,669,776 | 22.99 | 450,907,257 | 212,518 |
16. To authorise political donations and political expenditure | 447,156,042 | 99.13 | 3,940,447 | 0.87 | 451,096,489 | 23,286 |
17. To authorise the Directors to disapply pre-emption rights | 445,013,129 | 98.70 | 5,883,732 | 1.30 | 450,896,861 | 222,914 |
18. To authorise the Company to purchase its own shares | 347,420,477 | 77.04 | 103,564,325 | 22.96 | 450,984,802 | 134,973 |
19. To approve general meetings (other than annual general meetings) of the Company being called on 14 clear days' notice | 443,196,666 | 98.25 | 7,874,673 | 1.75 | 451,071,339 | 48,436 |
*Please note that 'vote withheld' is not a vote under English law and is not counted in the calculation of votes 'for' or 'against' a resolution, or in the 'votes cast as a percentage of issued share capital'.
The Board has considered the results of the AGM today and notes the level of votes cast against Resolutions 5, 12, 15 and 18 which were all primarily driven by one major shareholder.
Resolutions 5 and 12 relate to the election of Dale Murray and the re-election of Roger Yates as Directors. Our major shareholder has more stringent requirements than the prevailing proxy advisor guidelines, in relation to the number of external mandates held by individual directors. The Company is satisfied that these Directors have sufficient time to dedicate to Jupiter's business and that they have continued to demonstrate their valuable contribution and commitment.
Resolution 14 authorises the Directors to allot shares up to a value of approximately one third of the issued share capital and Resolution 18 authorises the Directors to purchase its own shares up to a value of approximately 10% of the issued share capital. It is standard market practice for UK-listed companies to retain these types of authority and the amounts sought are within the UK Investment Association's share capital management guidelines.
Following the outcome of today's vote, we will continue our engagement with shareholders and provide the required updates in-line with the requirements of the UK Governance Code.
The issued share capital of the Company comprises 553,060,741 shares and votes cast as a percentage of the issued share capital amounted to 81.5%. Resolutions 17, 18 and 19 were passed as special resolutions.
The Company has sent copies of the resolutions passed at the AGM, other than those concerning ordinary business to the FCA's National Storage Mechanism and they are available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The results of the AGM will be available shortly on the Company's website at https://www.jupiteram.com/investor-relations/
For further information please contact:
Investors Media
Jupiter Lisa Daniels Despina Constantinides
+44 (0)20 3817 1664 +44 (0)20 3817 1278
Powerscourt Justin Griffiths
+44 (0)20 7250 1446
Jupiter Fund Management plc
LEI Number: 5493003DJ1G01IMQ7S28