26 Apr 2018 10:57
26 April 2018
SDL PLC
("SDL" or the "Company")
Result of Annual General Meeting
At the Company's Annual General Meeting held earlier today all resolutions were duly passed as set out in the table below.
RESOLUTIONS | FOR | %age FOR | AGAINST | %age AGAINST | WITHHELD | |
1 | To receive the Report & Accounts for the year ended 31 December 2017 | 72,039,312 | 100.00 | 0 | 0.00 | 213,119 |
2 | To receive the Directors' Remuneration Report | 44,041,369 | 72.08 | 17,063,155 | 27.92 | 11,147,905 |
3 | To declare a final dividend of 6.2 pence per share | 72,252,431 | 100.00 | 0 | 0.00 | 0 |
4 | To re-elect David Clayton | 72,244,305 | 99.99 | 8,125 | 0.01 | 0 |
5 | To re-elect Glenn Collinson | 61,630,387 | 85.30 | 10,622,042 | 14.70 | 0 |
6 | To re-elect Mandy Gradden | 72,252,431 | 100.00 | 0 | 0.00 | 0 |
7 | To re-elect Adolfo Hernandez | 72,252,431 | 100.00 | 0 | 0.00 | 0 |
8 | To re-elect Christopher Humphrey | 72,238,482 | 99.98 | 13,949 | 0.02 | 0 |
10 | To re-elect Alan McWalter | 72,239,430 | 99.98 | 13,000 | 0.02 | 0 |
11 | To reappoint KPMG LLP as auditors | 72,209,115 | 99.94 | 43,315 | 0.06 | 0 |
12 | To authorise the Audit Committee to determine the auditor's remuneration | 72,252,431 | 100.00 | 0 | 0.00 | 0 |
13 | To authorise the directors to allot securities in terms of Section 551 Companies Act 2006 | 71,067,647 | 98.36 | 1,184,784 | 1.64 | 0 |
14 | To authorise the directors to allot equity securities in terms of Section 570 Companies Act 2006 | 72,251,316 | 100.00 | 1,115 | 0.00 | 0 |
15 | To authorise the directors to allot equity securities in terms of Section 570 Companies Act 2006 in limited circumstances | 72,208,114 | 99.94 | 44,316 | 0.06 | 0 |
16 | To authorise the calling of a general meeting by notice of at least 14 days | 71,253,306 | 98.62 | 999,125 | 1.38 | 0 |
The Board notes that Resolution 2 to approve the Directors' Remuneration Report received 28% of votes cast against it. Following discussions with some shareholders it has become apparent that some have concerns in relation to the degree of stretch in the 2018 Long Term Incentive Plan EPS targets. The Board remains of the view that the targets set were appropriate. The Company will seek to address this issue with shareholders by lengthening and deepening its consultation on its new Remuneration policy for approval in 2019.
Copies of the special business resolutions passed at the meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at:
www.hemscott.com/nsm.do.
For further information please contact:
SDL plc | 01628 410 100 |
Adolfo Hernandez, CEO | |
Xenia Walters, CFO | |
FTI Consulting LLP | 0203 727 1000 |
Edward Bridges | |
Emma Hall |
About SDL
SDL (LSE:SDL) is the global innovator in language translation technology, services and content management. Over the past 25 years we've helped companies deliver transformative business results by enabling powerful, nuanced digital experiences with customers around the world. Are you in the know? Find out why 79 out of the top 100 global brands work with us at SDL.com and follow us on Twitter, LinkedIn and Facebook.