TIDMSTAN

RNS Number : 1699M

Standard Chartered PLC

06 May 2020

RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

Wednesday 6 May 2020

Standard Chartered PLC (the 'Company') announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Wednesday 6 May 2020, as set out in the AGM notice.

A poll was held on each of the resolutions and was passed by the required majority. Resolutions 1 to 23 were passed as ordinary resolutions with the exception of Resolution 2, which was withdrawn by the Board ahead of the meeting. Resolutions 24 to 30 were passed as special resolutions. The results of the poll were as follows:

 
           Resolution              Votes For      %     Votes Against    %       Votes     Total Votes      % of 
                                                                                Withheld                  ISC voted 
 1. To receive the 
  Company's annual 
  report for the financial 
  year ended 31 December 
  2019 together with 
  the reports of the 
  directors and auditors          607,969,640   99.97      156,036      0.03    367,552    608,125,676     77.07% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 2. WITHDRAWN                          -          -           -          -         -            -            - 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 3. To approve the 
  annual report on 
  remuneration contained 
  in the Directors' 
  Remuneration Report 
  for the year ended 
  31 December 2019                583,380,384   96.96    18,288,372     3.04   6,824,454   601,668,756     76.25% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 4. To elect Phil 
  Rivett, an independent 
  non-executive director          607,772,005   99.91      535,891      0.09    185,963    608,307,896     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 5. To elect David 
  Tang, an independent 
  non-executive director          607,826,889   99.92      478,644      0.08    188,327    608,305,533     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 6. To re-elect David 
  Conner, an independent 
  non-executive director          601,558,087   99.90      573,899      0.10    193,535    602,131,986     76.31% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 7. To re-elect Byron 
  Grote, an independent 
  non-executive director          597,736,991   98.24    10,689,158     1.76    185,053    608,426,149     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 8. To re-elect Andy 
  Halford, an executive 
  director                        607,379,057   99.67     2,026,477     0.33    185,120    609,405,534     77.23% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 9. To re-elect Christine 
  Hodgson, CBE, an 
  independent non-executive 
  director                        600,770,170   99.79     1,237,152     0.21   6,493,913   602,007,322     76.30% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 10. To re-elect 
  Gay Huey Evans, OBE, 
  an independent non-executive 
  director                        607,926,596   99.94      383,042      0.06    184,222    608,309,638     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 11. To re-elect 
  Naguib Kheraj, an 
  independent non-executive 
  director                        607,721,950   99.90      586,335      0.10    185,574    608,308,285     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 12. To re-elect 
  Ngozi Okonjo-Iweala, 
  an independent non-executive 
  director                        607,978,633   99.95      329,174      0.05    186,052    608,307,807     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 13. To re-elect 
  Carlson Tong, an 
  independent non-executive 
  director                        607,835,780   99.92      473,368      0.08    184,711    608,309,148     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 14. To re-elect 
  José Viñals 
  as Group Chairman               607,084,958   99.83     1,052,652     0.17    356,250    608,137,610     77.07% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 15. To re-elect 
  Jasmine Whitbread, 
  an independent non-executive 
  director                        607,883,907   99.93      424,019      0.07    185,934    608,307,926     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 16. To re-elect 
  Bill Winters, CBE, 
  an executive director           607,756,981   99.91      543,303      0.09    193,576    608,300,284     77.09% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 17. To appoint Ernst 
  & Young LLP (EY) 
  as auditor to the 
  Company from the 
  end of the AGM until 
  the end of 
  next year's AGM                 605,613,053   99.54     2,818,939     0.46    61,865     608,431,992     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 18. To authorise 
  the Audit Committee, 
  acting for and on 
  behalf of the Board, 
  to set the remuneration 
  of the auditor                  607,761,017   99.89      672,390      0.11    60,395     608,433,407     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 19. To authorise 
  the Company and its 
  subsidiaries to make 
  political donations 
  and incur political 
  expenditure                     603,144,728   99.56     2,685,383     0.44   2,662,339   605,830,111     76.78% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 20. To renew the 
  authorisation of 
  the Board to offer 
  a scrip 
  dividend to shareholders        605,807,132   99.57     2,628,501     0.43    57,155     608,435,633     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 21. To authorise 
  the Board to allot 
  shares                          587,632,334   96.66    20,318,036     3.34    543,483    607,950,370     77.05% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 22. To extend the 
  authority to allot 
  shares by such number 
  of shares repurchased 
  by the Company under 
  the authority granted 
  pursuant to resolution 
  27                              593,043,486   97.79    13,384,379     2.21   2,065,991   606,427,865     76.86% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 23. To authorise 
  the Board to allot 
  shares and grant 
  rights 
  to subscribe for 
  or to convert any 
  security into shares 
  in relation to any 
  issue of Equity Convertible 
  Additional Tier 1 
  Securities                      598,467,135   98.69     7,949,362     1.31   2,077,357   606,416,497     76.85% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 24. To authorise 
  the Board to disapply 
  pre-emption rights 
  in relation to the 
  authority granted 
  pursuant to resolution 
  21                              604,727,798   99.72     1,689,868     0.28   2,076,189   606,417,666     76.85% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 25. In addition 
  to resolution 24, 
  to authorise the 
  Board to 
  disapply pre-emption 
  rights in relation 
  to the authority 
  granted pursuant 
  to resolution 21 
  for the purposes 
  of 
  acquisitions and 
  other capital investments       593,795,078   97.94    12,489,153     2.06   2,074,620   606,284,231     76.84% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 26. In addition 
  to resolution 24 
  and 25, to authorise 
  the 
  Board to disapply 
  pre-emption rights 
  in relation to the 
  authority granted 
  pursuant to resolution 
  23                              591,680,500   97.59    14,600,664     2.41   2,077,688   606,281,164     76.84% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 27. To authorise 
  the Company to purchase 
  its own ordinary 
  shares                          599,510,002   98.60     8,512,082     1.40    471,768    608,022,084     77.06% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 28. To authorise 
  the Company to purchase 
  its own preference 
  shares                          604,069,821   99.35     3,948,137     0.65    475,898    608,017,958     77.06% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 29. To adopt the 
  new Articles of Association 
  with effect from 
  the conclusion of 
  the AGM                         608,372,616   99.99      45,660       0.01    75,585     608,418,276     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 30. That a general 
  meeting other than 
  an annual general 
  meeting may be called 
  on not less than 
  14 clear days' notice           581,044,222   95.50    27,384,895     4.50    64,738     608,429,117     77.11% 
                                 ------------  ------  --------------  -----  ----------  ------------  ----------- 
 

As at the date of the AGM, the number of issued ordinary shares of the Company was 3,156,182,262 shares , which was the total number of shares entitling the holders to attend and vote for or against all resolutions. There was no share entitling the holder to attend and abstain from voting in favour of any of the resolutions as set out in rule 13.40 of the Hong Kong Listing Rules . In accordance with the Company's Articles of Association, on a poll every member has one vote for every four shares held, therefore the total number of voting rights was 789,045,565. Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or 'against' a resolution. Proxy appointments which gave discretion to the Chairman have been included in the 'for' total.

There were no restrictions on any shareholders casting votes on any of the resolutions proposed at the AGM, save resolution 21. Executive directors of the Company and their associates were required to abstain from resolution 21 which affected a total of 628,536 voting rights. The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

Copies of resolutions put to shareholders at the AGM today and the new Articles of Association adopted will be submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's National Storage Mechanism, which can be accessed at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

In the context of the coronavirus outbreak, the AGM was held as a purely procedural meeting, covering only the formal business. A message from the Group Chairman is available here: sc.com/en/investors/events-and-presentations/agm/ .

For further information, please contact:

Jon Tracey

Global Head, Communications

1 Basinghall Avenue

London

EC2V 5DD

020 7885 7613

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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