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OLD MUTUAL PLC - Changes of Directors and Results of Shareholder Voting at the 2013 Annual General Meeting

Release Date: 09/05/2013 17:20
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Changes of Directors and Results of Shareholder Voting at the 2013 Annual General Meeting

       OLD MUTUAL PLC
       ISIN CODE: GB0007389926
       ISSUER CODE: OLOML
       JSE SHARE CODE: OML
       NSX SHARE CODE: OLM
       Old Mutual plc
       
       Ref 48/13
       9 May 2013

       CHANGES OF DIRECTORS AND RESULTS OF SHAREHOLDER VOTING AT THE 2013 ANNUAL GENERAL MEETING

       At the conclusion of the 2013 Annual General Meeting of Old Mutual plc (the “Company”) held in
       London earlier today, the retirements of Russell Edey and Lars Otterbeck from the Board as
       independent non-executives directors took effect. Alan Gillespie has succeeded Russell Edey as
       Chairman of the Remuneration Committee and Roger Marshall has also joined that Committee.

       At the AGM itself, all of the resolutions set out in the Notice of Meeting were voted on by a poll and
       were duly passed, Details of the votes cast were as follows:

       ORDINARY RESOLUTIONS

        Resolution 1: To receive and adopt the directors’ report and audited financial statements of the Group for the
        year ended 31 December 2012

                  Votes in favour                   % of votes cast                   Votes withheld
                  3,111,901,128                         99.97%                           6,159,330
                   Votes against                    % of votes cast
                      991,442                            0.03%
         Total votes cast (excluding votes   % of total shares eligible to
                     withheld)                            vote
                  3,112,892,570                         63.59%


        Resolution 2: To declare a final dividend of 5.25p per ordinary share in the capital of the Company on the
        register at the close of business on 26 April 2013

                  Votes in favour                     % of votes cast                  Votes withheld
                   3,112,492,891                         99.94%                           4,682,270
                    Votes against                     % of votes cast
                      1,873,671                           0.06%
         Total votes cast (excluding votes     % of total shares eligible to
                      withheld)                            vote
                   3,114,366,562                         63.62%


         Resolution 3(i): To elect Ms D Gray as a director of the Company

                  Votes in favour                   % of votes cast                    Votes withheld
                  3,099,768,656                         99.82%                           13,652,068
                   Votes against                    % of votes cast
                     5,628,108                           0.18%
         Total votes cast (excluding votes    % of total shares eligible to
                     withheld)                            vote
                  3,105,396,764                         63.44%


        Resolution 3(ii): To re-elect Mr M Arnold as a director of the Company

                 Votes in favour                    % of votes cast                 Votes withheld
                 3,100,743,281                          99.82%                         12,646,500
                  Votes against                     % of votes cast
                    5,658,176                            0.18%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,106,401,457                          63.46%


        Resolution 3(iii): To re-elect Mr P Broadley as a director of the Company

                 Votes in favour                    % of votes cast                 Votes withheld
                 3,103,130,351                          99.78%                        9,031,929
                  Votes against                     % of votes cast
                    6,886,552                            0.22%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,110,016,903                          63.53%



        Resolution 3(iv): To re-elect Mr A Gillespie as a director of the Company

                 Votes in favour                    % of votes cast                 Votes withheld
                 3,100,602,325                          99.81%                       12,397,980
                  Votes against                     % of votes cast
                    6,048,527                            0.19%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,106,650,852                          63.47%


        Resolution 3(v): To re-elect Mr R Khoza as a director of the Company

                 Votes in favour                    % of votes cast                 Votes withheld
                 3,020,363,557                          97.10%                        8,375,046
                  Votes against                     % of votes cast
                   90,297,717                            2.90%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,110,661,274                          63.55%


        Resolution 3(vi): To re-elect Mr R Marshall as a director of the Company

                 Votes in favour                    % of votes cast                        Votes withheld
                 3,105,623,957                          99.83%                               8,225,322
                  Votes against                     % of votes cast
                    5,199,553                            0.17%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,110,823,510                          63.55%


        Resolution 3(vii): To re-elect Mr B Nqwababa as a director of the Company

                 Votes in favour                    % of votes cast                        Votes withheld
                 3,098,653,744                          99.69%                              10,789,108
                  Votes against                     % of votes cast
                    9,605,980                            0.31%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,108,259,724                          63.50%


        Resolution 3(viii): To re-elect Ms N Nyembezi-Heita as a director of the Company
                 
                 Votes in favour                    % of votes cast                        Votes withheld
                 3,089,569,693                          99.49%                              13,769,690
                  Votes against                     % of votes cast
                   15,709,449                            0.51%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,105,279,142                          63.44%


        Resolution 3(ix): To re-elect Mr P O’Sullivan as a director of the Company

                 Votes in favour                    % of votes cast                        Votes withheld
                 3,101,847,855                          99.74%                               9,122,839
                  Votes against                     % of votes cast
                    8,078,138                            0.26%
        Total votes cast (excluding votes     % of total shares eligible to
                    withheld)                             vote
                 3,109,925,993                          63.53%


        Resolution 3(x): To re-elect Mr J Roberts as a director of the Company

                 Votes in favour                   % of votes cast                        Votes withheld
                 3,017,503,812                         96.99%                               7,997,160
                  Votes against                    % of votes cast
                   93,546,110                           3.01%
        Total votes cast (excluding votes    % of total shares eligible to
                    withheld)                            vote
                 3,111,049,922                         63.55%


        Resolution 4: To re-appoint KPMG Audit Plc as auditors to the Company

                 Votes in favour                   % of votes cast                        Votes withheld
                 3,096,016,730                         99.83%                              17,622,764
                  Votes against                    % of votes cast
                    5,402,001                           0.17%
        Total votes cast (excluding votes    % of total shares eligible to
                    withheld)                            vote
                 3,101,418,731                         63.36%


        Resolution 5: To authorise the Group Audit Committee to settle the remuneration of the auditors

                 Votes in favour                   % of votes cast                        Votes withheld
                 3,098,401,565                         99.90%                              17,442,040
                  Votes against                    % of votes cast
                    3,204,352                           0.10%
        Total votes cast (excluding votes    % of total shares eligible to
                    withheld)                            vote
                 3,101,605,917                         63.36%


        Resolution 6: To approve the Remuneration Report in the Company’s report and accounts for the year ended
        31 December 2012

                 Votes in favour                   % of votes cast                        Votes withheld
                 2,933,771,399                         97.94%                              123,524,253
                  Votes against                    % of votes cast
                   61,752,305                           2.06%
        Total votes cast (excluding votes    % of total shares eligible to
                    withheld)                            vote
                 2,995,523,704                         61.19%


        Resolution 7: To grant authority to allot shares in the Company

                 Votes in favour                      % of votes cast                      Votes withheld
                 2,641,141,220                            84.89%                             7,860,613
                  Votes against                       % of votes cast
                  470,051,999                             15.11%
        Total votes cast (excluding votes       % of total shares eligible to
                    withheld)                               vote
                 3,111,193,219                            63.56%

       SPECIAL RESOLUTIONS

        Resolution 8: To grant authority to disapply pre-emption rights in allotting certain equity securities and selling
        treasury shares

                 Votes in favour                      % of votes cast                      Votes withheld
                 2,665,327,910                            85.70%                             8,799,427
                  Votes against                       % of votes cast
                  444,918,119                             14.30%
        Total votes cast (excluding votes       % of total shares eligible to
                    withheld)                               vote
                 3,110,246,029                            63.54%


        Resolution 9: To grant the Board authority to repurchase shares by market purchase on the London Stock
        Exchange

                 Votes in favour                      % of votes cast                          Votes withheld
                 3,045,861,730                            98.18%                                16,733,176
                  Votes against                       % of votes cast
                   56,458,926                              1.82%
        Total votes cast (excluding votes       % of total shares eligible to
                    withheld)                               vote
                 3,102,320,656                            63.38%


        Resolution 10: To approve contingent purchase contracts relating to purchases of shares on the African stock
        exchanges where the Company’s shares are listed

                 Votes in favour                      % of votes cast                          Votes withheld
                 3,044,427,038                            98.17%                                17,802,705
                  Votes against                       % of votes cast
                   56,824,089                              1.83%
        Total votes cast (excluding votes       % of total shares eligible to
                    withheld)                               vote
                 3,101,251,127                            63.35%


         Resolution 11: To approve certain amendments to the Articles of Association of the Company

                    Votes in favour                    % of votes cast                        Votes withheld
                    3,046,156,579                          97.94%                               8,675,508
                     Votes against                     % of votes cast
                      64,221,745                            2.06%
          Total votes cast (excluding votes     % of total shares eligible to
                       withheld)                             vote
                    3,110,378,324                          63.54%

       Notes to the above table:

       •      Votes in favour include proxy votes where the Chairman was give discretion how to vote.
       •      Votes withheld are not counted in the calculation of the proportion of votes for or against a
              resolution.
       •      The total number of shares eligible to vote was 4,895,054,991, being the total number of shares
              in issue at the close of business on 7 May 2013.
       •      In accordance with Listing Rules 9.6.2R and 9.6.3R, the full text of the resolutions passed, other
              than resolutions concerning ordinary business, has been submitted to the National Storage
              Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.doc

       Enquiries
       External communications
       Patrick Bowes                      UK      +44 (0)20 7002 7440
       Investor relations
       Dominic Lagan                      UK      +44 (0)20 7002 7190
       Kelly de Kock                      SA      +27 (0)21 509 8709

       Media
       William Baldwin-Charles                    +44 (0)20 7002 7133
                                                  +44 (0)7834 524 833
       Notes to Editors
       Old Mutual provides life assurance, asset management, banking and general insurance to more than
       14 million customers in Africa, the Americas, Asia and Europe. Originating in South Africa in 1845,
       Old Mutual has been listed on the London and Johannesburg Stock Exchanges, among others, since
       1999.
       In the year ended 31 December 2012, the Group reported adjusted operating profit before tax of £1.6
       billion (on an IFRS basis) and had £262 billion of funds under management from core operations.
       For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com
       
       Lead sponsor:
       Merrill Lynch South Africa (Pty) Ltd

       Joint sponsor:
       Nedbank Capital



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