Result of AGM

RNS Number : 7171Y
Man Group plc
10 May 2019
 

Result of AGM

Man Group plc (the "Company") held its Annual General Meeting ("AGM") at 10.00am on Friday 10 May 2019. All resolutions presented at the AGM were put to the meeting on a poll and were passed with the requisite majority. The full results are detailed below. 

The issued ordinary share capital as at 8 May 2019, the voting record date, was 1,610,142,313 (including treasury shares). The Company held 67,863,338 shares in Treasury, which do not carry any voting rights. Therefore, the total number of voting rights in the Company as at the voting record date was 1,542,278,975.

 

 

Resolution

 FOR

 

AGAINST

Number of votes withheld

No. of shares

%

No. of shares

%

Receive the Annual Report and financial statements

1,091,058,085

100.00

43,030

0.00

1,000,367

Approve the Directors' Remuneration report

1,021,697,914

93.59

69,956,885

6.41

434,650

Declare a final dividend

1,092,086,671

100.00

9,696

0.00

5,115

Reappoint Katharine Barker as a director

1,088,782,072

99.74

2,847,374

0.26

473,910

Reappoint Richard Berliand as a director

1,085,151,302

99.41

6,454,474

0.59

509,613

Reappoint Zoe Cruz as a director

 

1,088,761,569

99.74

2,836,732

0.26

505,055

Reappoint John Cryan as a director

1,087,284,694

99.61

4,310,396

0.39

508,266

Reappoint Luke Ellis as a director

1,088,489,324

99.68

3,455,386

0.32

158,646

Reappoint Andrew Horton as a director

1,084,583,773

99.36

7,012,919

0.64

506,664

Reappoint Mark Jones as a director

1,079,457,036

98.89

12,131,470

1.11

514,850

Reappoint Matthew Lester as a director

1,087,436,828

99.62

4,139,105

0.38

527,423

Reappoint Ian Livingston as a director

996,620,722

91.32

94,778,693

8.68

703,941

Reappoint Dev Sanyal as a director

1,088,383,346

99.71

3,210,014

0.29

509,996

Reappoint Jonathan Sorrell as a director

1,087,736,677

99.65

3,859,889

0.35

506,790

Reappoint Deloitte LLP as auditor

1,091,533,959

99.96

438,211

0.04

131,186

Determine the remuneration of the auditor

1,090,532,754

99.87

1,460,076

0.13

110,526

Authorise political donations and expenditure

1,085,235,175

99.39

6,703,738

0.61

164,443

Authorise the directors to allot shares

942,498,662

86.31

149,547,668

13.69

57,026

Authorise the directors to allot shares for cash other than on a pro-rata basis to existing shareholders*

958,648,843

87.79

133,366,678

12.21

87,835

Authorise the directors to allot shares for cash other than on a pro-rata basis to existing shareholders in relation to acquisitions and specified capital investments*

851,200,006

77.95

240,804,931

22.05

98,419

Authorise the Company to purchase its own shares*

1,040,834,137

95.36

50,598,876

4.64

670,343

Authorise the directors to call general meetings on 14 clear days' notice*

1,010,508,574

92.53

81,561,983

7.47

32,259

 

* Special Resolution requiring 75% majority

 

The Board notes that 77.95% of shareholders voted for and 22.05% voted against Resolution 20 which relates to the disapplication of pre-emption rights authority in connection with an acquisition or specified capital investment. The resolution is in line with the Investment Association's Share Management Guidelines and the Pre-Emption Group's Statement of Principles.     

We understand from recent discussions with some of the shareholders that did not support this Resolution that they may prefer to have the opportunity to vote on specific proposals for a transaction requiring this level of pre-emptive issue.  We will continue our dialogue with these shareholders and take their views into account when considering our future plans.

Update on implementation of share buy-back programme announced on 22 October 2018

Following the passing of the resolutions at the AGM today, the Company has agreed to further extend the engagement period of its irrevocable, non-discretionary arrangement with J.P. Morgan Securities plc ("JPMS plc") (announced to the market on 22 October 2018, and extended on 21 December 2018) to repurchase, on its behalf, ordinary shares in the Company up to a maximum consideration of $100 million. The engagement period shall now continue up to and including 20 May 2019.

There is $28.2 million outstanding under the share buy-back programme.  To the extent that any amount remains outstanding on 20 May 2019, assuming the implementation of the corporate reorganisation to introduce a new ultimate holding company becomes effective on 28 May 2019, the new ultimate holding company, Man Group plc (incorporated in Jersey with company number 127570) (New Man), will enter into an equivalent irrevocable, non-discretionary arrangement with JPMS plc to enable the buy-back programme to be completed. 

 

 


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