Last checked at 5 May 2017 15:17
5 May 2017
Pearson plc
(the "Company")
Results of Annual General Meeting 2017
Pearson plc held its annual general meeting for shareholders at 12 noon today. All resolutions set out in the Company's Notice of Annual General Meeting dated 29 March 2017 were duly passed by shareholders by means of a poll vote with the exception of resolution 14.
The total number of votes received for each resolution is set out below. The Company's issued share capital on 5 May 2017 was 822,586,857 ordinary shares of 25p each. The proportion of the Company's issued share capital represented by those votes instructed is approximately 76.76%.
Resolution No. (as noted on the proxy form) | Shares For and Discretionary | Shares Against | Shares marked as Votes Withheld/ Abstentions* |
1. To receive the 2016 report and accounts | 630,356,123 | 86,301 | 1,012,177 |
2. To declare a final dividend | 628,681,265 | 1,851,565 | 921,771 |
3. To re-elect Elizabeth Corley | 461,100,779 | 169,340,137 | 1,014,022 |
4. To re-elect Vivienne Cox | 626,995,877 | 3,453,447 | 1,005,277 |
5. To re-elect John Fallon | 629,495,798 | 999,020 | 959,783 |
6. To re-elect Josh Lewis | 599,479,802 | 30,947,090 | 1,028,046 |
7. To re-elect Linda Lorimer | 627,397,190 | 3,045,616 | 1,011,795 |
8. To re-elect Harish Manwani | 552,250,436 | 37,040,864 | 42,163,301 |
9. To re-elect Tim Score | 595,022,599 | 35,417,653 | 1,014,349 |
10. To re-elect Sidney Taurel | 596,887,657 | 33,589,130 | 977,814 |
11. To re-elect Lincoln Wallen | 627,368,387 | 3,066,378 | 1,019,836 |
12. To re-elect Coram Williams | 629,873,600 | 585,870 | 995,131 |
13. To approve the remuneration policy | 404,615,934 | 183,100,737 | 43,738,267 |
14. To approve the annual remuneration report | 202,512,759 | 385,996,157 | 42,945,685 |
15. To re-appoint the auditors | 615,326,057 | 15,168,864 | 959,680 |
16. To determine the remuneration of the auditors | 626,834,499 | 3,641,240 | 978,862 |
17. To authorise the company to allot ordinary shares | 532,975,800 | 97,444,502 | 1,034,636 |
18. To waive the pre-emption rights | 554,750,382 | 75,606,514 | 1,098,042 |
19. To waive the pre-emption rights - additional percentage | 528,159,687 | 101,715,039 | 1,580,212 |
20. To authorise the company to purchase its own shares | 624,037,617 | 5,336,200 | 1,079,784 |
21. To approve the holding of general meetings on 14 clear days' notice | 600,623,354 | 27,087,218 | 3,744,028 |
* Votes withheld are not legal votes.
During 2016, Pearson engaged extensively with its major shareholders to understand their views on remuneration matters. We were disappointed that the advisory vote for this year's remuneration report was not passed and that, although passed, there was a significant minority vote against both our remuneration policy and the re-election of our remuneration committee chair, Elizabeth Corley. Naturally, we acknowledge this feedback and thank those shareholders who have already spoken with us and explained their reasons for not supporting the relevant resolutions. The remuneration committee is committed to continuing dialogue with our shareholders to help shape the implementation of our remuneration policy going forward.