Last checked at 24 May 2018 15:29
24 May 2018
ANNUAL GENERAL MEETING OF LLOYDS BANKING GROUP PLC
Following the annual general meeting held today at the Edinburgh International Conference Centre in Scotland, Lloyds Banking Group plc announces that all the resolutions put to shareholders were passed by the requisite majorities. Resolutions 1 to 20 (inclusive) were passed as ordinary resolutions. Resolutions 21 to 27 (inclusive) were passed as special resolutions. A poll was held on each of the resolutions proposed. The results of the polls are as follows:
Resolution | Votes For | % of Votes Cast | Votes Against | % of Votes Cast | Total Votes Validly Cast | Total Votes Cast as a % of the Ordinary Shares in Issue | Votes Withheld | ||
1 | Receive the report and accounts for the year ended 31 December 2017 | 50,412,214,316 | 99.71 | 144,650,728 | 0.29 | 50,556,865,044 | 70.01% | 158,533,416 | |
2 | Election of Lord Lupton | 50,611,326,977 | 99.84 | 82,847,630 | 0.16 | 50,694,174,607 | 70.20% | 20,833,283 | |
3 | Re-election of Lord Blackwell | 49,937,212,157 | 98.50 | 759,076,027 | 1.50 | 50,696,288,184 | 70.20% | 19,039,178 | |
4 | Re-election of Mr J Colombás | 50,565,895,571 | 99.76 | 120,296,906 | 0.24 | 50,686,192,477 | 70.19% | 19,711,631 | |
5 | Re-election of Mr M G Culmer | 50,504,802,253 | 99.62 | 190,877,867 | 0.38 | 50,695,680,120 | 70.20% | 19,539,691 | |
6 | Re-election of Mr A P Dickinson | 50,393,548,384 | 99.41 | 301,277,440 | 0.59 | 50,694,825,824 | 70.20% | 20,352,881 | |
7 | Re-election of Ms A M Frew | 50,032,631,648 | 98.69 | 661,810,714 | 1.31 | 50,694,442,362 | 70.20% | 19,039,522 | |
8 | Re-election of Mr S P Henry | 50,184,766,859 | 98.99 | 510,470,353 | 1.01 | 50,695,237,212 | 70.20% | 19,898,194 | |
9 | Re-election of Mr A Horta-Osório | 50,585,088,105 | 99.77 | 114,326,113 | 0.23 | 50,699,414,218 | 70.20% | 16,031,864 | |
10 | Re-election of Ms D D McWhinney | 50,212,242,371 | 99.05 | 483,322,915 | 0.95 | 50,695,565,286 | 70.20% | 19,534,669 | |
11 | Re-election of Mr N E T Prettejohn | 50,603,106,992 | 99.82 | 91,748,384 | 0.18 | 50,694,855,376 | 70.20% | 20,250,211 | |
12 | Re-election of Mr S W Sinclair | 50,253,895,044 | 99.13 | 441,146,451 | 0.87 | 50,695,041,495 | 70.20% | 20,050,905 | |
13 | Re-election of Ms S V Weller | 50,408,924,604 | 99.44 | 286,395,931 | 0.56 | 50,695,320,535 | 70.20% | 19,781,690 | |
14 | Approval of Annual Report on Remuneration section of the Directors' Remuneration Report | 39,664,392,332 | 79.22 | 10,405,159,481 | 20.78 | 50,069,551,813 | 69.33% | 645,476,735 | |
15 | Approval of a final ordinary dividend of 2.05 pence per ordinary share | 50,694,780,013 | 99.98 | 11,957,962 | 0.02 | 50,706,737,975 | 70.21% | 8,787,169 | |
16 | Re-appointment of the auditor | 48,802,070,950 | 96.26 | 1,897,818,858 | 3.74 | 50,699,889,808 | 70.20% | 14,834,655 | |
17 | Authority to set the remuneration of the auditor | 50,578,414,696 | 99.77 | 116,792,565 | 0.23 | 50,695,207,261 | 70.20% | 15,243,976 | |
18 | Authority to make political donations or to incur political expenditure | 49,887,776,103 | 98.45 | 787,585,005 | 1.55 | 50,675,361,108 | 70.17% | 23,501,648 | |
19 | Directors' authority to allot shares | 47,369,654,868 | 93.47 | 3,309,847,025 | 6.53 | 50,679,501,893 | 70.18% | 19,198,102 | |
20 | Directors' authority to allot shares in relation to the issue of Regulatory Capital Convertible Instruments | 49,506,467,694 | 97.76 | 1,134,445,858 | 2.24 | 50,640,913,552 | 70.12% | 69,296,759 | |
21 | Limited disapplication of pre-emption rights (ordinary shares) | 49,946,683,141 | 98.55 | 737,090,483 | 1.45 | 50,683,773,624 | 70.18% | 30,894,482 | |
22 | Limited disapplication of pre-emption rights (financing an acquisition or other capital investment) | 48,345,303,738 | 95.40 | 2,332,910,926 | 4.60 | 50,678,214,664 | 70.17% | 30,010,973 | |
23 | Limited disapplication of pre-emption rights (Regulatory Capital Convertible Instruments) | 48,649,967,415 | 95.99 | 2,034,137,426 | 4.01 | 50,684,104,841 | 70.18% | 30,472,373 | |
24 | Authority to purchase own ordinary shares | 49,923,394,734 | 98.53 | 745,983,546 | 1.47 | 50,669,378,280 | 70.16% | 45,815,301 | |
25 | Authority to purchase own preference shares | 50,568,092,142 | 99.80 | 99,456,946 | 0.20 | 50,667,549,088 | 70.16% | 47,440,263 | |
26 | Adoption of new articles of association | 50,655,362,300 | 99.94 | 29,945,820 | 0.06 | 50,685,308,120 | 70.18% | 29,433,837 | |
27 | Notice period for general meetings | 48,237,730,409 | 95.16 | 2,453,398,174 | 4.84 | 50,691,128,583 | 70.19% | 23,648,359 | |
Notes
For all resolutions, as at 6.30 pm on 22 May 2018 (the time at which shareholders who wanted to attend, speak and vote at the meeting were required to have their details entered in the register of members), there were 72,216,988,490 ordinary shares in issue.
225 ordinary shareholders or persons representing ordinary shareholders attended the meeting. Ordinary shareholders are entitled to one vote per share. Votes withheld are not votes and, therefore, have not been counted in the calculation of the proportion of votes for and against a resolution. In accordance with the UK Listing Authority's Listing Rules, copies of the resolutions will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/nsm
Resolution 14
We welcome the broad shareholder support for our 2017 Remuneration Report. Shareholder discussions and voting outcomes in recent years, in particular the 98 per cent vote for the Directors Remuneration Policy in 2017, suggest that our policy and approach to executive remuneration are appropriate.We actively engage with our shareholders and representative bodies, including the proxy advisors, to ensure that we are aware of their views, and as a consequence in 2017 we made significant enhancements to the level of disclosure.
The Board notes that while the resolution to approve the Remuneration Report was passed with a substantial majority of close to 80%, there were a significant number of votes opposing the resolution. Going forward, we will engage further with all shareholders and proxy advisors to discuss the Group's approach to remuneration with a view to further simplifying and enhancing our disclosure.