Last checked at 23 Jul 2019 15:25
VODAFONE GROUP PLC
RESULTS OF ANNUAL GENERAL MEETING
Results of Annual General Meeting
The Annual General Meeting of Vodafone Group Plc was held at the Royal Lancaster London, Lancaster Terrace, London W2 2TY on Tuesday 23 July 2019 at 11.00 am.
The results of polls on all 23 resolutions were as follows:
Resolution | Total votes validly cast | Percentage of relevant shares in issue (%) | For | For (% of shares voted) | Against | Against (% of shares voted) | Votes withheld | |
1. | To receive the Company's accounts, the strategic report and reports of the Directors and the auditor for the year ended 31 March 2019. | 17,464,929,392 | 65.25 | 17,410,743,023 | 99.69 | 54,186,369 | 0.31 | 59,014,529 |
2. | To elect Sanjiv Ahuja as a Director. | 17,498,152,303 | 65.37 | 17,343,829,350 | 99.12 | 154,322,953 | 0.88 | 25,808,313 |
3. | To elect David Thodey as a Director. | 17,498,474,849 | 65.37 | 17,346,505,379 | 99.13 | 151,969,470 | 0.87 | 25,514,239 |
4. | To re-elect Gerard Kleisterlee as a Director. | 17,459,096,113 | 65.23 | 16,439,004,618 | 94.16 | 1,020,091,495 | 5.84 | 64,881,479 |
5. | To re-elect Nick Read as a Director. | 17,459,907,169 | 65.23 | 17,302,726,489 | 99.10 | 157,180,680 | 0.90 | 64,084,116 |
6. | To re-elect Margherita Della Valle as a Director. | 17,460,352,293 | 65.23 | 17,113,795,729 | 98.02 | 346,556,564 | 1.98 | 63,558,237 |
7. | To re-elect Sir Crispin Davis as a Director. | 17,458,216,912 | 65.22 | 16,863,487,423 | 96.59 | 594,729,489 | 3.41 | 65,775,978 |
8. | To re-elect Michel Demaré as a Director. | 17,458,129,205 | 65.22 | 17,298,394,157 | 99.09 | 159,735,048 | 0.91 | 65,852,227 |
9. | To re-elect Dame Clara Furse as a Director. | 17,445,846,832 | 65.18 | 17,286,612,058 | 99.09 | 159,234,774 | 0.91 | 63,827,393 |
10.
| To re-elect Valerie Gooding as a Director. | 17,460,325,066 | 65.23 | 17,163,537,102 | 98.30 | 296,787,964 | 1.70 | 63,667,239 |
11. | To re-elect Renee James as a Director. | 17,460,046,980 | 65.23 | 17,089,942,164 | 97.88 | 370,104,816 | 2.12 | 63,912,588 |
12. | To re-elect Maria Amparo Moraleda Martinez as a Director. | 17,458,579,648 | 65.22 | 17,253,143,888 | 98.82 | 205,435,760 | 1.18 | 65,394,890 |
13. | To re-elect David Nish as a Director. | 17,339,575,098 | 64.78 | 17,180,601,169 | 99.08 | 158,973,929 | 0.92 | 184,436,425 |
14. | To declare a final dividend of 4.16 eurocents per ordinary share for the year ended 31 March 2019. | 17,508,326,508 | 65.41 | 17,461,129,741 | 99.73 | 47,196,767 | 0.27 | 15,656,849 |
15. | To approve the Annual Report on Remuneration contained in the Remuneration Report of the Board for the year ended 31 March 2019.
| 17,235,623,399 | 64.39 | 15,104,854,059 | 87.64 | 2,130,769,340 | 12.36 | 288,299,412 |
16. | To appoint Ernst & Young LLP as the Company's auditor until the end of the next general meeting at which accounts are laid before the Company. | 17,508,031,980 | 65.41 | 17,489,351,425 | 99.89 | 18,680,555 | 0.11 | 15,927,101 |
17. | To authorise the Audit and Risk Committee to determine the remuneration of the auditor. | 17,504,005,498 | 65.39 | 17,484,655,675 | 99.89 | 19,349,823 | 0.11 | 19,963,674 |
18. | To authorise the Directors to allot shares, grant rights to subscribe for shares and to convert any security into shares in the Company. | 17,499,592,167 | 65.38 | 16,072,351,660 | 91.84 | 1,427,240,507 | 8.16 | 24,223,790 |
19. | To authorise the Directors to dis-apply pre-emption rights. | 17,480,111,556 | 65.30 | 16,951,637,211 | 96.98 | 528,474,345 | 3.02 | 43,829,493 |
20. | To authorise the Directors to dis-apply pre-emption rights up to a further 5 per cent for the purposes of financing an acquisition or other capital investment. | 17,482,705,578 | 65.31 | 16,581,620,410 | 94.85 | 901,085,168 | 5.15 | 41,199,040 |
21. | To authorise the Company to purchase its own shares. | 17,497,547,724 | 65.37 | 17,296,597,409 | 98.85 | 200,950,315 | 1.15 | 26,417,463 |
22. | To authorise political donations and expenditure. | 17,330,439,896 | 64.74 | 16,910,224,440 | 97.58 | 420,215,456 | 2.42 | 193,517,792 |
23. | To authorise the Board to call general meetings (other than annual general meetings) on a minimum of 14 clear days' notice. | 17,414,170,946 | 65.06 | 16,408,281,946 | 94.22 | 1,005,889,000 | 5.78 | 109,803,491 |
The number of Ordinary Shares in issue on 19 July 2019 (excluding shares held in Treasury) was 26,767,409,927. Shareholders are entitled to one vote per share. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
Resolutions 1 to 18 (inclusive) and 22 were passed as Ordinary Resolutions. Resolutions 19, 20, 21 and 23 were passed as Special Resolutions.
In accordance with Listing Rule 9.6.2, a copy of Resolutions 22 and 23, passed as Special Business at the Annual General Meeting, have been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at: morningstar.co.uk/uk/NSM.
Other matters
Following conclusion of the Annual General Meeting, the below changes to the composition of the Board and its Committees were effective:
- Samuel Jonah KBE did not seek re-election as a Non-Executive Director and therefore retired from the Board.
- Dame Clara Furse was appointed as a member of the Remuneration Committee and stepped down from the Audit and Risk Committee.
- Sanjiv Ahuja and Michel Demaré were appointed as members of the Audit and Risk Committee. Michel Demaré remains a member of the Remuneration Committee.
For further information:
Vodafone Group | |
Media Relations | Investor Relations |
www.vodafone.com/media/contact | ir@vodafone.co.uk |