Result of AGM

RNS Number : 9570X
Man Group plc
07 May 2021
 

Result of AGM

Man Group plc (the "Company") held its Annual General Meeting ("AGM") at 10.00am on Friday 7 May 2021. With the exception of Resolution 20, 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 Board notes that 74.65% of shareholders voted for and 25.35% voted against Resolution 20 which relates to the disapplication of pre-emption rights in connection with the issue of shares for the purpose of 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. However, as a special resolution requiring a 75% majority, Resolution 20 did not receive sufficient support to be passed.   

Although the Company has sought, and received approval of, the same authority in previous years, 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 will take their views into account when considering our future plans.

In accordance with provision 4 of the UK Corporate Governance Code (the "Code"), the Board confirms that it will consult and continue to engage with shareholders to understand and discuss their concerns with respect to this resolution. An update will be provided within six months of the AGM, in accordance with the Code, with a final summary to be included in the Company's 2021 Annual Report.

The issued ordinary share capital as at 5 May 2021, the voting record date, was 1,541,794,770 (including treasury shares). The Company held 92,445,562 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 1,449,349,208.

 

 

Resolution

 FOR

 

AGAINST

% of ISC voted

Number of votes withheld

No. of shares

%

No. of shares

%

1

Receive the Annual Report

and financial statements

 

1,113,282,550

99.99%

67,929

0.01%

 

 

76.82%

1,019,562

2

Approve the Directors' Remuneration Policy

 

1,013,815,138

91.86%

89,889,567

8.14%

 

 

76.15%

10,660,336

3

Approve the Directors'

Remuneration Report

 

1,024,182,858

91.92%

90,034,570

8.08%

 

 

76.88%

147,613

4

Declare a final dividend

 

1,114,079,858

99.98%

255,977

0.02%

 

76.89%

34,206

5

Reappoint Dame Katharine Barker as a director

 

1,113,620,851

99.94%

658,614

0.06%

 

 

76.88%

85,576

6

Reappoint Lucinda Bell as a director

 

980,070,546

87.96%

134,205,777

12.04%

 

 

76.88%

88,718

7

Reappoint Richard Berliand as

a director

 

1,112,821,279

99.87%

1,465,129

0.13%

 

 

76.88%

78,633

8

Reappoint Zoe Cruz as a director

 

1,113,519,531

99.93%

758,994

0.07%

 

 

76.88%

86,516

9

Reappoint John Cryan

as a director

 

1,111,667,432

99.76%

2,618,976

0.24%

 

 

76.88%

78,633

10

Reappoint Luke Ellis as a director

1,114,106,607

99.98%

174,918

0.02%

 

76.88%

83,516

11

Appoint Mark Jones as

a director

1,108,326,112

99.47%

5,960,296

0.53%

 

76.88%

78,633

12

Reappoint Cecelia Kurzman as a director

981,017,847

88.04%

133,257,201

11.96%

 

76.88%

89,993

13

Reappoint Dev Sanyal as

a director

1,114,083,798

99.98%

191,793

0.02%

 

76.88%

89,450

14

Appoint Anne Wade as a

director of the Company

1,113,532,779

99.93%

750,629

0.07%

 

76.88%

81,633

15

Reappoint Deloitte LLP as auditor

1,025,569,020

99.92%

776,659

0.08%

 

70.81%

88,019,362

16

Determine the remuneration

of the auditor

1,113,551,122

99.94%

709,437

0.06%

 

76.88%

104,482

17

Authorise political donations and expenditure

1,099,694,319

98.70%

14,498,339

1.30%

 

76.88%

177,383

18

Authorise the directors to allot

shares

955,523,922

85.75%

158,764,635

14.25%

 

76.88%

81,484

19

Authorise the directors to allot

shares for cash other than on a

pro-rata basis to existing shareholders*

979,786,267

87.93%

134,500,358

12.07%

 

 

 

 

76.88%

83,416

20

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*

825,494,149

74.65%

280,303,781

25.35%

 

 

 

 

 

 

76.30%

8,567,111

21

Authorise the Company to

purchase its own shares*

1,023,647,587

92.03%

88,684,365

7.97%

 

76.75%

2,038,089

22

Amendment to the Articles of

Association*

1,113,968,536

99.98%

206,190

0.02%

 

76.87%

190,315

23

Authorise the directors to call

general meetings on 14 clear

days' notice*

1,062,257,385

95.33%

52,040,314

4.67%

 

 

76.88%

72,342

 

* Special Resolution requiring 75% majority

 

 

NOTES: 

 

1.  The 'For' vote includes those giving the Chair discretion.

 

2.  Votes 'Withheld' are not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.

 

3.  Resolutions 19 to 23 are special resolutions. 

 

4.  In accordance with Listing Rule 9.6.2, copies of the resolutions passed, other than resolutions constituting ordinary business, at the AGM have been submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism  

In addition, and in accordance with Listing Rule 9.2.6E, a copy of the Company's new Articles of Association, which set out the principal rights and restrictions attached to its ordinary shares, has also been submitted to the NSM.

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