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Berkeley Grp Hlds (BKG)

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Friday 06 September, 2019

Berkeley Grp Hlds

Result of AGM

RNS Number : 5536L
Berkeley Group Holdings (The) PLC
06 September 2019
 

6 September 2019

 

The Berkeley Group Holdings plc

(the "Company")

 

2019 Annual General Meeting ("AGM")

Results of AGM

 

Shareholders are informed that the results of the poll on the resolutions put before the AGM of the Company held on 6 September 2019 are:

 

Resolution

 

Votes FOR

%

 

Votes AGAINST

%

 

Total votes

validly cast

% of ISC voted

 

Withheld

Votes

1

90,042,535

100.00

451

0.00

90,042,986

71.64

990,080

2

42,931,832

56.99

32,398,628

43.01

75,330,460

59.94

15,702,606

3

85,339,425

93.90

5,539,583

6.10

90,879,008

72.31

154,058

4

83,836,754

92.29

7,003,279

7.71

90,840,033

72.28

193,033

5

89,580,345

98.61

1,259,718

1.39

90,840,063

72.28

193,003

6

88,517,902

97.44

2,322,161

2.56

90,840,063

72.28

193,003

7

88,186,460

98.18

1,653,603

1.82

90,840,063

72.28

193,003

8

88,186,547

98.18

1,653,486

1.82

90,840,033

72.28

193,033

9

87,499,009

96.36

3,305,778

3.64

90,804,787

72.25

228,179

10

90,509,320

99.64

330,601

0.36

90,839,921

72.28

193,145

11

90,227,962

99.33

611,709

0.67

90,839,671

72.28

193,395

12

84,532,865

92.90

6,456,654

7.10

90,989,519

72.39

43,547

13

44,205,626

53.74

38,054,848

46.26

82,260,474

65.45

8,772,592

14

90,104,107

99.19

735,814

0.81

90,839,921

72.28

193,145

15

90,228,162

99.33

611,509

0.67

90,839,671

72.28

193,395

16

89,048,308

98.03

1,791,333

1.97

90,839,641

72.28

193,425

17

89,048,427

98.03

1,791,494

1.97

90,839,921

72.28

193,145

18

90,019,560

99.10

820,361

0.90

90,839,921

72.28

193,145

19

90,509,356

99.64

330,315

0.36

90,839,671

72.28

193,395

20

90,862,299

100.00

3,101

0.00

90,865,400

72.30

167,666

21

90,878,656

100.00

1,068

0.00

90,879,724

72.31

153,342

22

83,519,724

91.94

7,320,769

8.06

90,840,493

72.28

193,372

23

90,634,037

99.98

16,103

0.02

90,650,140

72.12

383,726

24

88,555,006

97.69

2,095,134

2.31

90,650,140

72.12

383,726

25

90,638,529

99.83

154,750

0.17

90,793,279

72.24

239,787

26

89,603,586

99.06

851,216

0.94

90,454,802

71.97

578,264

27

82,771,776

91.47

7,723,352

8.53

90,495,128

72.00

538,738

28

45,461,088

57.52

33,579,021

42.48

79,040,109

62.89

12,411,001

 

Notes:

 

1.    The Company has had good dialogue with, and welcomes the support from, its major shareholders who know the Company well and see the clear link to the Company's uniquely long term strategy, which was updated in December 2018 to extend the Shareholder Returns period to 2025, in supporting the new remuneration policy (Resolution 2) and LTIP amendments (Resolution 28). The changes to the remuneration policy removed short-term annual targets, focusing management on achieving its long-term plan by extending the LTIP and its performance conditions to 2025 at similar levels of total remuneration to the existing policy, which was approved by 97% of shareholders in 2017.

The Company recognises concerns raised by proxy voting advisers around certain aspects of the LTIP, which were shared by a number of shareholders.  These included the removal of short-term targets, the extension of the LTIP period to 2025, their assessment of the extent of challenge in the performance condition, the bespoke nature of the LTIP and that the quantum has not been reduced.

The Company will seek to consult again on the above with its shareholders and the proxy advisers following this AGM to try to find mutually acceptable ways forward, ensuring that at all times the Company's strategy and remuneration policy are fully aligned to deliver long-term value to shareholders.

The Company is pleased with the support for the re-election of Adrian Li (Resolution 13). The Company has set out the rationale for this resolution over the last two years. Adrian's banking experience and expertise and, in particular, his closeness and insight into the Far Eastern market, which is an important market for the Company, would be extremely difficult to replace.  Adrian has an exemplary attendance record and devotes significant time to Berkeley business outside Board meetings when Berkeley Executives visit the Far East. Adrian is in compliance with local corporate governance guidelines in Hong Kong and, while he is considered over-boarded by UK guidelines, the Board considers his overall contribution to Berkeley invaluable, bringing a uniquely diverse and complementary set of skills to the Board and its other Directors. Following the AGM result, the Board will again consult with shareholders on this matter to try and resolve this difference of opinion, in the best interests of the Company.

2.      Votes 'In Favour' include those votes giving discretion to the Chairman.

3.   The number of Ordinary Shares in issue at close of business on 4 September 2019 (excluding shares held in Treasury) was 125,685,068.  A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.

4.    Copies of the resolutions passed will shortly be available for inspection on the National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.

5.      The full text of the resolutions can be found in the Notice of Annual General Meeting which can be located in the Investor Information section of the Company's website www.berkeleygroup.co.uk.

 

For further information please contact:

 

Jared Cranney                                    Tel: 01932 868 555

Company Secretary

The Berkeley Group Holdings plc

 

Novella Communications                   Tel: 020 3151 7008

Tim Robertson                       

 

 

 

LEI:      2138009OQSSLVVHQAL78


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