6 May 2016 13:25
RSA Insurance Group plc
Results of Annual General Meeting
6 May 2016
RSA Insurance Group plc (the “Company”) held its Annual General Meeting for shareholders at 11.00am today. All resolutions were put to the meeting on a poll and were passed overwhelmingly.
The issued share capital as at 4 May 2016 was 1,018,913,637.
The total number of votes received for each resolution is as follows:
| Resolution | For | % of votes cast | Against | % of votes cast | Votes cast as % of Issued Share Capital | Votes Withheld 1 | |||||||
| 1. To receive the 2015 Annual Report and Accounts | 727,676,322 | 99.94 | 418,859 | 0.06 | 71.46% | 668,840 | |||||||
| 2. To approve the Directors’ Remuneration Report | 684,660,846 | 94.25 | 41,745,807 | 5.75 | 71.29% | 2,358,792 | |||||||
| 3. To re-elect Martin Scicluna as a Director | 718,467,266 | 98.73 | 9,211,912 | 1.27 | 71.42% | 1,086,871 | |||||||
| 4. To re-elect Stephen Hester as a Director | 728,363,489 | 99.97 | 220,822 | 0.03 | 71.51% | 181,134 | |||||||
| 5. To elect Scott Egan as a Director | 728,386,118 | 99.98 | 178,443 | 0.02 | 71.50% | 198,780 | |||||||
| 6. To re-elect Alastair Barbour as a Director | 671,263,942 | 93.41 | 47,383,414 | 6.59 | 70.53% | 10,117,957 | |||||||
| 7. To re-elect Kath Cates as a Director | 727,999,130 | 99.92 | 557,190 | 0.08 | 71.50% | 209,034 | |||||||
| 8. To re-elect Enrico Cucchiani as a Director | 727,637,625 | 99.87 | 917,921 | 0.13 | 71.50% | 209,899 | |||||||
| 9. To re-elect Hugh Mitchell as a Director | 722,886,332 | 99.22 | 5,672,968 | 0.78 | 71.50% | 206,145 | |||||||
| 10. To re-elect Joseph Streppel as a Director | 727,943,881 | 99.92 | 609,967 | 0.08 | 71.50% | 211,597 | |||||||
| 11. To elect Martin Strobel as a Director | 728,339,175 | 99.97 | 214,515 | 0.03 | 71.50% | 211,755 | |||||||
| 12. To re-elect Johanna Waterous CBE as a Director | 727,876,842 | 99.91 | 674,813 | 0.09 | 71.50% | 213,790 | |||||||
| 13. To re-appoint KPMG LLP as the auditor | 723,332,930 | 99.28 | 5,250,856 | 0.72 | 71.51% | 181,659 | |||||||
| 14. To determine the auditor’s remuneration | 728,447,363 | 99.98 | 132,298 | 0.02 | 71.51% | 185,784 | |||||||
| 15. To authorise political donations | 713,757,640 | 98.63 | 9,916,685 | 1.37 | 71.02% | 5,091,120 | |||||||
| 16. To permit the Directors to allot further shares | 686,706,184 | 94.37 | 40,944,656 | 5.63 | 71.41% | 1,114,515 | |||||||
| 17. To relax the restrictions which normally apply when ordinary shares are issued for cash | 613,754,018 | 93.63 | 41,752,201 | 6.37 | 64.33% | 73,259,226 | |||||||
| 18. To give authority to allot new ordinary shares in relation to an issue of mandatory convertible securities | 717,598,075 | 98.50 | 10,905,712 | 1.50 | 71.50% | 261,658 | |||||||
| 19. To give authority to allot equity securities for cash under the authority given under resolution 18 | 693,781,844 | 95.23 | 34,717,101 | 4.77 | 71.50% | 266,500 | |||||||
| 20. To give authority for the Company to buy back up to 10% of issued ordinary shares | 723,820,605 | 99.35 | 4,752,716 | 0.65 | 71.50% | 192,066 | |||||||
| 21. To approve the notice period for general meetings | 681,131,998 | 94.06 | 43,030,769 | 5.94 | 71.07% | 4,602,678 | |||||||
| 22. To amend Article 86 (Directors’ Fees) of the Articles of Association | 721,850,858 | 99.10 | 6,571,296 | 0.90 | 71.49% | 343,291 | |||||||
| 23. To amend the Articles of Association by inserting Article 116A (Cancellation or Deferral of Dividends by the Board) | 723,630,859 | 99.95 | 353,902 | 0.05 | 71.05% | 4,780,684 | |||||||
| 24. To amend the Articles of Association by deleting Article 5.2 (Deferred Shares) | 723,742,651 | 99.97 | 229,356 | 0.03 | 71.05% | 4,793,438 | |||||||
| 25. To approve a final dividend | 728,601,486 | 100.00 | 15,242 | 0.00 | 71.51% | 148,717 |
Notes
1 A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.
In accordance with Listing Rule 9.6.2, a copy of all resolutions passed other than resolutions concerning ordinary business will shortly be submitted to the UK Listing Authority via the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/nsm.
--ENDS--
Enquiries to:
Elinor Bell, Deputy Group Company Secretary
Tel: +44 (0)20 7111 7000
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