Result of AGM

RNS Number : 5463L
British American Tobacco PLC
30 April 2020
 

BRITISH AMERICAN TOBACCO p.l.c.

RESULTS OF VOTING AT THE 2020 ANNUAL GENERAL MEETING

 

The Annual General Meeting of British American Tobacco p.l.c. was held at Globe House, 4 Temple Place, London WC2R 2PG on 30 April 2020.

 

The tables below set out the results of the poll on each of the total of 20 Resolutions as stated in the Notice of Meeting dated 26 March 2020. All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the Meeting.  Each shareholder, present in person or by proxy, was entitled to one vote per ordinary share of 25p held. 

 

Resolution 1

 

Receipt of 2019 Report and Accounts

 

For - Note (b)

1,740,970,434

Percent of Votes Cast

99.75%

Percent of Issued Share Capital

75.89%

Against

4,425,123

Percent of Votes Cast

0.25%

Percent of Issued Share Capital

0.19%

Total Votes Cast (Excl. Votes Withheld)

1,745,395,557

Percent of Issued Share Capital

76.08%

Votes Withheld - Note (c)

4,221,144

     

 

Resolution 2

 

 

Approval of the 2019 Directors' Remuneration Report

 

 

For - Note (b)

1,081,334,586

Percent of Votes Cast

61.94%

Percent of Issued Share Capital

47.13%

Against

664,416,231

Percent of Votes Cast

38.06%

Percent of Issued Share Capital

28.96%

Total Votes Cast (Excl. Votes Withheld)

1,745,750,817

Percent of Issued Share Capital

76.09%

Votes Withheld - Note (c)

3,859,408

       

 

Resolution 3

 

Reappointment of KPMG LLP as Auditors

 

For - Note (b)

1,735,990,590

Percent of Votes Cast

99.72%

Percent of Issued Share Capital

75.67%

Against

4,868,206

Percent of Votes Cast

0.28%

Percent of Issued Share Capital

0.21%

Total Votes Cast (Excl. Votes Withheld)

1,740,858,796

Percent of Issued Share Capital

75.88%

Votes Withheld - Note (c)

8,757,294

     

 

Resolution 4

 

Authority for the Audit Committee to agree the Auditors' remuneration

 

For - Note (b)

1,745,866,826

Percent of Votes Cast

99.85%

Percent of Issued Share Capital

76.10%

Against

2,546,932

Percent of Votes Cast

0.15%

Percent of Issued Share Capital

0.11%

Total Votes Cast (Excl. Votes Withheld)

1,748,413,758

Percent of Issued Share Capital

76.21%

Votes Withheld - Note (c)

1,202,332

 

 

Resolution 5

 

Re-election of Jack Bowles as a Director

For - Note (b)

1,747,172,139

Percent of Votes Cast

99.93%

Percent of Issued Share Capital

76.16%

Against

1,261,832

Percent of Votes Cast

0.07%

Percent of Issued Share Capital

0.06%

Total Votes Cast (Excl. Votes Withheld)

1,748,433,971

Percent of Issued Share Capital

76.21%

Votes Withheld - Note (c)

1,182,312

     

 

Resolution 6

 

Re-election of Richard Burrows as a Director

 

For - Note (b)

1,695,365,535

Percent of Votes Cast

98.74%

Percent of Issued Share Capital

73.90%

Against

21,668,118

Percent of Votes Cast

1.26%

Percent of Issued Share Capital

0.94%

Total Votes Cast (Excl. Votes Withheld)

1,717,033,653

Percent of Issued Share Capital

74.84%

Votes Withheld - Note (c)

32,578,544

     

 

 

 

Resolution 7

 

Re-election of Sue Farr as a Director

 

For - Note (b)

1,574,164,446

Percent of Votes Cast

90.04%

Percent of Issued Share Capital

68.61%

Against

174,151,876

Percent of Votes Cast

9.96%

Percent of Issued Share Capital

7.59%

Total Votes Cast (Excl. Votes Withheld)

1,748,316,322

Percent of Issued Share Capital

76.21%

Votes Withheld - Note (c)

1,300,380

     

 

 

 

Resolution 8

 

Re-election of Dr Marion Helmes as a Director

 

For - Note (b)

1,442,383,287

Percent of Votes Cast

82.50%

Percent of Issued Share Capital

62.87%

Against

305,924,198

Percent of Votes Cast

17.50%

Percent of Issued Share Capital

13.33%

Total Votes Cast (Excl. Votes Withheld)

1,748,307,485

Percent of Issued Share Capital

76.21%

Votes Withheld - Note (c)

1,309,217

   

 

Resolution 9

 

Re-election of Luc Jobin as a Director

 

For - Note (b)

1,744,591,256

Percent of Votes Cast

99.79%

Percent of Issued Share Capital

76.04%

Against

3,720,551

Percent of Votes Cast

0.21%

Percent of Issued Share Capital

0.16%

Total Votes Cast (Excl. Votes Withheld)

1,748,311,807

Percent of Issued Share Capital

76.21%

Votes Withheld - Note (c)

1,304,895

       

 

Resolution 10

 

Re-election of Holly Keller Koeppel as a Director

 

 

For - Note (b)

1,737,209,181

 

Percent of Votes Cast

99.37%

 

Percent of Issued Share Capital

75.72%

 

Against

11,060,683

 

Percent of Votes Cast

0.63%

 

Percent of Issued Share Capital

0.48%

 

Total Votes Cast (Excl. Votes Withheld)

1,748,269,864

 

Percent of Issued Share Capital

76.20%

 

Votes Withheld - Note (c)

1,346,837

 

       

 

Resolution 11

 

Re-election of Savio Kwan as a Director

 

 

For - Note (b)

1,574,429,906

 

Percent of Votes Cast

90.06%

 

Percent of Issued Share Capital

68.63%

 

Against

173,860,989

 

Percent of Votes Cast

9.94%

 

Percent of Issued Share Capital

7.58%

 

Total Votes Cast (Excl. Votes Withheld)

1,748,290,895

 

Percent of Issued Share Capital

76.20%

 

Votes Withheld - Note (c)

1,325,807

 

       

 

Resolution 12

 

Re-election of Dimitri Panayotopoulos as a Director

 

 

For - Note (b)

1,557,526,215

 

Percent of Votes Cast

89.17%

 

Percent of Issued Share Capital

67.89%

 

Against

189,154,129

 

Percent of Votes Cast

10.83%

 

Percent of Issued Share Capital

8.24%

 

Total Votes Cast (Excl. Votes Withheld)

1,746,680,344

 

Percent of Issued Share Capital

76.13%

 

Votes Withheld - Note (c)

2,936,358

 

       

 

 

Resolution 13

 

Election of Jeremy Fowden as a Director

 

 

For - Note (b)

1,743,843,438

 

Percent of Votes Cast

99.75%

 

Percent of Issued Share Capital

76.01%

 

Against

4,432,406

 

Percent of Votes Cast

0.25%

 

Percent of Issued Share Capital

0.19%

 

Total Votes Cast (Excl. Votes Withheld)

1,748,275,844

 

Percent of Issued Share Capital

76.20%

 

Votes Withheld - Note (c)

1,340,858

 

       

 

Resolution 14

 

 

Election of Tadeu Marroco as a Director

 

 

For - Note (b)

1,735,186,834

Percent of Votes Cast

99.25%

Percent of Issued Share Capital

75.63%

Against

13,069,808

Percent of Votes Cast

0.75%

Percent of Issued Share Capital

0.57%

Total Votes Cast (Excl. Votes Withheld)

1,748,256,642

Percent of Issued Share Capital

76.20%

Votes Withheld - Note (c)

1,360,060

         

 

Resolution 15

 

Renewal of Directors' authority to allot shares

 

 

For - Note (b)

1,265,356,664

 

Percent of Votes Cast

72.38%

 

Percent of Issued Share Capital

55.15%

 

Against

482,742,343

 

Percent of Votes Cast

27.62%

 

Percent of Issued Share Capital

21.04%

 

Total Votes Cast (Excl. Votes Withheld)

1,748,099,007

 

Percent of Issued Share Capital

76.20%

 

Votes Withheld - Note (c)

1,517,694

 

       

 

Resolution 16 - Note (d)

 

Renewal of Directors' authority to disapply pre-emption rights

 

 

For - Note (b)

1,468,920,343

 

Percent of Votes Cast

84.04%

 

Percent of Issued Share Capital

64.03%

 

Against

278,978,193

 

Percent of Votes Cast

15.96%

 

Percent of Issued Share Capital

12.16%

 

Total Votes Cast (Excl. Votes Withheld)

1,747,898,536

 

Percent of Issued Share Capital

76.19%

 

Votes Withheld - Note (c)

1,718,159

 

       

 

 

Resolution 17 - Note (d)

 

Authority for the Company to purchase its own shares

 

 

For - Note (b)

1,701,849,997

 

Percent of Votes Cast

97.37%

 

Percent of Issued Share Capital

74.18%

 

Against

46,037,064

 

Percent of Votes Cast

2.63%

 

Percent of Issued Share Capital

2.01%

 

Total Votes Cast (Excl. Votes Withheld)

1,747,887,061

 

Percent of Issued Share Capital

76.19%

 

Votes Withheld - Note (c)

1,729,639

 

       

 

Resolution 18

 

Approval of the British American Tobacco Restricted Share Plan

 

 

For - Note (b)

1,649,978,029

 

Percent of Votes Cast

94.40%

 

Percent of Issued Share Capital

71.92%

 

Against

97,967,371

 

Percent of Votes Cast

5.60%

 

Percent of Issued Share Capital

4.27%

 

Total Votes Cast (Excl. Votes Withheld)

1,747,945,400

 

Percent of Issued Share Capital

76.19%

 

Votes Withheld - Note (c)

1,665,229

 

       

 

Resolution 19

 

Authority to make donations to political organisations and to incur political expenditure

 

For - Note (b)

1,585,976,112

 

Percent of Votes Cast

90.74%

 

Percent of Issued Share Capital

69.13%

 

Against

161,774,633

 

Percent of Votes Cast

9.26%

 

Percent of Issued Share Capital

7.05%

 

Total Votes Cast (Excl. Votes Withheld)

1,747,750,745

 

Percent of Issued Share Capital

76.18%

 

Votes Withheld - Note (c)

1,862,566

 

 

Resolution 20 - Note (d)

 

Notice period for General Meetings

 

 

For - Note (b)

1,568,197,534

 

Percent of Votes Cast

89.70%

 

Percent of Issued Share Capital

68.35%

 

Against

180,156,371

 

Percent of Votes Cast

10.30%

 

Percent of Issued Share Capital

7.85%

 

Total Votes Cast (Excl. Votes Withheld)

1,748,353,905

 

Percent of Issued Share Capital

76.21%

 

Votes Withheld - Note (c)

1,262,797

 

       

 

 

Notes:

 

(a)  The total number of ordinary shares in issue (excluding treasury shares) at the close of business on Wednesday 29 April 2020 was 2,294,203,487.

 

(b)  Includes discretionary votes.

 

(c)  A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.

 (d)  In accordance with Listing Rules 9.6.2R and 9.6.3R, copies of the resolutions numbered 16, 17 and 20 will be submitted to the National Storage Mechanism as soon as practicable and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.  A copy of the resolutions may also be obtained from the Notice of Meeting which is available on the Company's website at www.bat.com/agm .

 

All resolutions were passed at the Company's Annual General Meeting today with the requisite majority of votes.

 

Resolution 2 - Directors' Remuneration Report  

In respect of resolution 2 (Directors' Remuneration Report), we acknowledge that a significant minority of shareholders chose not to support this resolution.

This year, as with every year, the Remuneration Committee has given careful consideration to executive remuneration. Our executive remuneration arrangements are fully in line with our Directors' Remuneration Policy which was approved by a significant majority of our shareholders at our 2019 Annual General Meeting with 92.6% of votes in favour of the policy.

However, the views of all our shareholders are important to us and we will continue to listen to their views to better understand the specific concerns of those who voted against this resolution. Prior to today's Annual General Meeting, we engaged with a number of our shareholders on our executive remuneration arrangements and we will continue to actively engage shareholders on this important topic during 2020. 

Resolution 15 - Authority to allot shares 

We acknowledge that a number of our shareholders did not support this resolution. It remains standard market practice for many UK FTSE listed companies to retain this type of authority. As we have previously reported, the authority sought by the Company is in accordance with the UK Investment Association's share capital management guidelines and prevailing voting guidelines of leading corporate governance agencies applicable to UK listed companies.

However, we remain aware that some institutional investors, particularly outside the UK, have specific policies against supporting this type of resolution. Following the outcome of today's vote, we will continue our ongoing engagement with shareholders for which this authority presents concern and will keep best practice in this area under review.  

 

 

P McCrory

Secretary

British American Tobacco p.l.c.

 

30 April 2020

 

 

Enquiries:

 

Investor Relations

Mike Nightingale/Victoria Buxton/William Houston/John Harney 

+44 20 7845 1180/2012/1138/1263

 

British American Tobacco Press Office
+44 (0) 20 7845 2888 (24 hours)  | @BATPress 

 

 

 


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