SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
Report of Foreign Private Issuer
 
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of
1934
 
April 09, 2020
 
Commission File Number 001-14978
SMITH & NEPHEW plc
(Registrant's name)
 
Building 5, Croxley Park,
Hatters Lane, Watford, Hertfordshire, WD18 8YE,
England
 
(Address of registrant's principal executive offices)
 
[Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.]
 
Form 20-F X                Form 40-F
    ---                               ---
[Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1).]
 
Yes                        No X
---                         ---
 
[Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7).]
 
Yes                      No X
---                         ---
[Indicate by check mark whether by furnishing the information contained
in this Form, the registrant is also thereby furnishing information to the
Commission pursuant to Rule 12g3-2 (b) under the Securities Exchange Act of
1934.]
 
Yes                  No X
---                   ---
 
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2 (b) : 82- n/a.
 
 
 
 
 
9 April 2020
 
Smith & Nephew plc (the "Company")
 
In accordance with the arrangements announced on 6 April 2020, the Company held its Annual General Meeting ("AGM") at 2:00pm today, Thursday 9 April 2020.
 
The meeting took place, reduced to the minimum necessary quorum of two shareholders, facilitated by the Company. All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting. The final results of which, for each resolution put to the meeting, were as follows:
 
 
Resolution
 
For/Discretion
(Number of
votes)
 
Percentage For/Discretion
(%)
 
Against
(Number of
votes)
 
Percentage
Against
(%)
Total votes validly cast
Percentage  of relevant shares
in issue
(%)
Withheld
(Number of votes)
Ordinary resolutions 
 
 
 
 
 
 
 
 
1. To receive the audited accounts
685,141,328
99.98
128,444
0.02
685,269,772
78.3
7,674,991
2. To approve the Directors' Remuneration Policy
676,749,445
97.71
15,843,720
2.29
692,593,165
79.18
352,762
3. To approve the Directors' Remuneration Report (excluding Policy)
681,744,061
98.43
10,850,266
1.57
692,594,327
79.18
351,642
4. To declare a final dividend
691,924,436
99.88
798,153
0.12
692,722,589
79.19
222,617
5. To re-elect Graham Baker
Resolution not put to the meeting.
6. To re-elect Vinita Bali
591,473,788
94.09
37,131,758
5.91
628,605,546
71.86
64,323,577
7.  To re-elect The Rt. Hon Baroness Virginia Bottomley of Nettlestone DL
690,708,099
99.72
1,917,540
0.28
692,625,639
79.18
301,887
8. To re-elect Roland Diggelmann
688,112,446
99.87
898,148
0.13
689,010,594
78.77
3,802,261
9. To re-elect Erik Engstrom
689,606,693
99.57
2,961,912
0.43
692,568,605
79.18
280,058
10. To re-elect Robin Freestone
678,289,890
97.94
14,292,677
2.06
692,582,567
79.18
266,075
11. To re-elect Marc Owen
688,512,909
99.92
584,553
0.08
689,097,462
78.78
3,751,180
12. To re-elect Angie Risley
691,320,408
99.82
1,256,664
0.18
692,577,072
79.18
271,192
13. To re-elect Roberto Quarta
683,809,628
98.74
8,747,846
1.26
692,557,474
79.18
290,937
14. To re-appoint the Auditor 
689,101,456
99.99
101,758
0.01
689,203,214
78.79
3,741,192
15.  To authorise the Directors to determine the remuneration of the Auditor
692,625,608
99.99
81,717
0.01
692,707,325
79.19
235,374
16. To approve the Smith & Nephew Global Share Plan 2020
685,778,151
99.01
6,872,916
0.99
692,651,067
79.19
256,333
17. To renew the Directors' authority to allot shares
660,816,988
95.39
31,905,973
4.61
692,722,961
79.20
208,851
Special resolutions
 
 
 
 
 
 
 
 
18. To renew the Directors' authority for the disapplication of the pre-emption rights
682,047,234
98.46
10,643,771
1.54
692,691,005
79.19
254,025
19. To renew the Directors' authority for the disapplication of the pre-emption rights for the purposes of acquisitions or other capital investments
677,240,484
97.77
15,466,978
2.23
692,707,462
79.19
236,741
20. To renew the Directors' limited authority to make market purchases of the Company's own shares
683,625,602
98.70
8,978,801
1.30
692,604,403
79.18
327,113
21. To authorise general meetings to be held on 14 clear days' notice
646,811,375
93.80
42,770,533
6.20
689,581,908
78.84
3,366,278
 
 
The number of ordinary shares in issue on 7 April 2020 at 6pm (excluding shares held in Treasury) was 874,705,003. 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.
 
A copy of the Resolutions passed as Special Business at the Annual General Meeting is being submitted to the UK Listing Authority and will shortly be available for inspection at the National Storage Mechanism document viewing facility at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism  
 
In accordance with LR 9.6.11 R and in deviation to the effective date stated in the announcement made on 5 March 2020, resolution 5 was not put to the Meeting and Graham Baker did not stand for re-election as a Director. Graham therefore stood down from the Board with effect from the conclusion of the AGM but will remain an employee of the Company until 30 April 2020.
 
In accordance with section 430(2B) of the Companies Act 2006, the Company re-confirms that Graham Baker will be paid in accordance with the Company's Remuneration Policy and the terms of his service agreement. He will continue to receive his salary, benefits and pension contributions in the normal way up to 30 April 2020 and all unvested awards under the Performance Share Programme and the Equity Incentive Programme will lapse on his leaving the Company. No other remuneration payment or payment for loss of office will be made in connection with his departure.
 
As announced on 5 March 2020, Smith & Nephew plc confirms that at the conclusion of today's AGM, Rick Medlock joined the Board and Audit Committee.
 
 
Susan Swabey
Company Secretary
Smith & Nephew plc
Tel:  +44 (0)1923 477317
 
 
 
 
 
SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
Smith & Nephew Plc
(Registrant)
 
 
Date: April 09, 2020
 
 
By: /s/ Susan Swabey
-----------------
                                                                                                                              Susan Swabey
                                                                                                                      Company Secretary
 
 
 
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