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22 Jan 2020 16:12
22 January 2020
WH SMITH PLC
Result of Annual General Meeting and Change of Director
WH Smith PLC held its Annual General Meeting for shareholders at 11.30am today, 22 January 2020. The following table shows the results of the poll on all 19 resolutions. All resolutions were approved.
Resolution | Votes For | % | Votes Against | % | Votes Total | % of ISC Voted | Votes Withheld | |
1 | To receive the reports and accounts | 89,067,464 | 99.99 | 4,850 | 0.01 | 89,072,314 | 77.41 | 131,916 |
2 | To approve the remuneration report | 76,249,101 | 87.77 | 10,627,325 | 12.23 | 86,876,426 | 75.51 | 2,327,803 |
3 | To declare a final dividend | 89,102,182 | 99.95 | 46,767 | 0.05 | 89,148,949 | 77.48 | 55,281 |
4 | To re-elect Suzanne Baxter | 88,077,781 | 98.80 | 1,065,445 | 1.20 | 89,143,226 | 77.48 | 61,004 |
5 | To elect Carl Cowling
| 86,000,866 | 96.48 | 3,140,213 | 3.52 | 89,141,079 | 77.47 | 63,151 |
6 | To re-elect Annemarie Durbin | 86,534,774 | 97.07 | 2,607,525 | 2.93 | 89,142,299 | 77.47 | 61,930 |
7 | To elect Simon Emeny
| 88,660,517 | 99.46 | 478,968 | 0.54 | 89,139,485 | 77.47 | 64,745 |
8 | To re-elect Robert Moorhead | 88,670,460 | 99.47 | 473,559 | 0.53 | 89,144,019 | 77.48 | 60,211 |
9 | To re-elect Henry Staunton | 86,408,939 | 97.01 | 2,661,921 | 2.99 | 89,070,860 | 77.41 | 133,369 |
10 | To elect Maurice Thompson | 88,684,835 | 99.49 | 455,387 | 0.51 | 89,140,222 | 77.47 | 64,008 |
11 | To re-appoint PricewaterhouseCoopers LLP as auditors | 87,121,701 | 98.07 | 1,717,204 | 1.93 | 88,838,905 | 77.21 | 365,324 |
12 | To authorise the Audit Committee of the Board to determine the auditors' remuneration | 84,940,514 | 95.61 | 3,896,173 | 4.39 | 88,836,687 | 77.21 | 367,933 |
13 | Authority to make political donations | 88,774,613 | 99.60 | 352,924 | 0.40 | 89,127,537 | 77.46 | 76,204 |
14 | Authority to allot shares
| 83,042,170 | 93.16 | 6,099,941 | 6.84 | 89,142,111 | 77.47 | 62,979 |
15 | Authority to disapply pre-emption rights | 86,826,706 | 99.42 | 502,751 | 0.58 | 87,329,457 | 75.90 | 1,875,633 |
16 | Authority to disapply pre-emption rights up to a further 5 per cent for acquisitions or specified capital investments | 78,979,528 | 90.44 | 8,351,509 | 9.56 | 87,331,037 | 75.90 | 1,874,052 |
17 | Authority to make market purchases of ordinary shares | 88,185,963 | 99.23 | 684,751 | 0.77 | 88,870,714 | 77.24 | 334,375 |
18 | To adopt new Articles of Association | 88,645,845 | 99.45 | 485,826 | 0.55 | 89,131,671 | 77.47 | 73,418 |
19 | Authority to call general meetings on 14 clear days' notice | 86,135,086 | 96.62 | 3,012,546 | 3.38 | 89,147,632 | 77.48 | 57,458 |
Notes
1. Votes "for" and "against" are expressed as a percentage of votes received.
2. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.
3. At the date of the AGM the issued share capital of the Company is 115,059,712 ordinary shares.
In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed as special business at the AGM have been submitted to the National Storage Mechanism at www.morningstar.co.uk/uk/nsm.
Board Changes
As previously announced, Drummond Hall did not stand for re-election at the AGM. Following Drummond Hall stepping down as a non-excutive director, Simon Emeny has been appointed as the Senior Independent Director.
I Houghton
Company Secretary
-Ends-
Enquiries:
WH Smith PLC
Mark Boyle Investor Relations 0203 981 1285
Nicola Hillman Media Relations 01793 563354
Brunswick
Fiona Micallef-Eynaud 020 7404 5959
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