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QUILTER PLC - Results of AGM

Release Date: 16/05/2019 17:00
Code(s): QLT     PDF:  
Wrap Text
Results of AGM

(previously, Old Mutual Wealth Management Limited)
Incorporated under the Companies Act 1985 with registered number 06404270 and re-registered as a public limited company
under the Companies Act 2006)
Quilter plc (the "Company")

     16 May 2019
                                                                         Quilter plc

                                                         Result of Annual General Meeting 2019

     Quilter plc (the “Company”) announces that at its Annual General Meeting (“AGM”) held earlier today, all the resolutions put to shareholders were
     passed by the requisite majorities with the exception of resolution 19 (“To authorise the Directors to allot shares”) which was largely opposed by
     South African shareholders. Resolutions 1 to 18 and resolution 23 were passed as ordinary resolutions and resolutions 20, 21, 22 and 24 were
     passed as special resolutions.

     The authority sought by the Company pursuant to resolution 19 is considered routine for UK listed companies and 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. Given this, the resolution received overwhelming support from our UK investors. However, certain overseas
     institutional investors, mainly in South Africa, have not supported this resolution and thus the resolution has been narrowly rejected.

     The Company notes that more than 20% of the votes cast on resolution 18 (“To authorise political donations by the Company and its
     subsidiaries”) were against that resolution.

     Following the outcome of today's vote, the Company will continue to engage with shareholders to better understand their concerns on both of
     these issues and, if possible, allay any such concerns for the future. The Company notes that it had specifically not sought a resolution to disapply
     pre-emption rights to address known concerns regarding potentially dilutive share offers. In accordance with the UK Corporate Governance Code,
     the Company will provide an update on those discussions in due course.

     The results of the poll are set out below.

      Resolution                Number of         % of votes     Number of       % of votes    Total number      % of issued       Number of       Total votes
                                votes cast        cast “For”      votes cast            cast    of votes cast   share capital          votes      Withheld as
                                 “For” the               the   “Against” the   “Against” the                           voted        Withheld           a % of
                                resolution        resolution      resolution      resolution                                                     issued share
1.    To receive the 2018
                              1,349,720,704           100.00           9,858            0.00   1,349,730,562            70.95       1,283,610                0.07
      Report and Accounts
2.    To approve the          1,203,059,702            96.76      40,251,195            3.24   1,243,310,897            65.36     107,698,990                5.66
      Remuneration Report
3.    To approve the
      Directors’               1,297,617,373    96.61    45,590,929    3.39   1,343,208,302   70.61   7,803,013   0.41
      Remuneration Policy
4.    To declare a final
                               1,350,863,987   100.00       14,881     0.00   1,350,878,868   71.01    132,448    0.01
5.    To re-elect Paul
                               1,344,687,196   100.00       46,739     0.00   1,344,733,935   70.69   6,277,381   0.33
      Feeney as a Director
6.    To re-elect Rosemary
                               1,342,493,969    99.83     2,235,528    0.17   1,344,729,497   70.69   6,280,391   0.33
      Harris as a Director
7.    To re-elect Glyn
                               1,342,444,909    99.83     2,280,482    0.17   1,344,725,391   70.69   6,284,497   0.33
      Jones as a Director
8.    To re-elect Suresh
                               1,341,019,311    99.72     3,699,076    0.28   1,344,718,387   70.69   6,291,501   0.33
      Kana as a Director
9.    To re-elect Moira
                               1,344,681,020   100.00       42,050     0.00   1,344,723,070   70.69   6,286,818   0.33
      Kilcoyne as a Director
10.   To re-elect Jonathan
                               1,344,643,755    99.99       82,148     0.01   1,344,725,903   70.69   6,283,985   0.33
      Little as a Director
11.   To re-elect Ruth
      Markland as a            1,342,483,935    99.83     2,238,075    0.17   1,344,722,010   70.69   6,287,878   0.33
12.   To re-elect Paul
      Matthews as a            1,344,644,424    99.99       79,639     0.01   1,344,724,063   70.69   6,285,825   0.33
13.   To re-elect George
                               1,341,869,808    99.79     2,854,226    0.21   1,344,724,034   70.69   6,285,854   0.33
      Reid as a Director
14.   To re-elect Mark
                               1,344,433,564    99.98      288,299     0.02   1,344,721,863   70.69   6,286,597   0.33
      Satchel as a Director
15.   To re-elect Catherine
                               1,344,682,000   100.00       43,020     0.00   1,344,725,020   70.69   6,284,868   0.33
      Turner as a Director
16.   To re-appoint KPMG
      LLP as Auditors of       1,142,208,738    84.83   204,227,568   15.17   1,346,436,306   70.78   4,575,009   0.24
      the Company
17.   To authorise the
      Board Audit
      Committee to
                               1,346,308,167    99.66     4,544,386    0.34   1,350,852,553   71.01    157,335    0.01
      determine the
18.   To authorise political
      donations by the
                               1,016,956,176    75.52   329,723,994   24.48   1,346,680,170   70.79   4,334,002   0.23
      Company and its
19.   To authorise the
                                697,977,863     49.47   712,861,594   50.53   1,410,839,457   74.17    166,998    0.01
      Directors to allot
20.    To authorise the
       Company to purchase      1,320,173,918          97.77      30,071,046            2.23   1,350,244,964           70.98          769,207              0.04
       its own shares*
21.    To authorise the
       Company to enter
                                1,340,525,907          99.75       3,366,531            0.25   1,343,892,438           70.65       7,117,449               0.37
       into a Contingent
       Purchase Contract*
22.    To amend the
       Company’s Articles of
                                1,346,094,568          99.98         314,825            0.02   1,346,409,393           70.78       4,601,923               0.24
       Association in respect
       of an Odd-lot Offer*
23.    To authorise the
       Directors to
                                1,343,050,631          99.75       3,366,893            0.25   1,346,417,524           70.78       4,596,647               0.24
       an Odd-lot Offer
24.    To approve a
       contract to purchase
                                1,327,224,696          99.75       3,362,049            0.25   1,330,586,745           69.95       4,594,433               0.24
       shares in respect of
       an Odd-lot Offer*
      *Special resolution

          i. As at 6:30pm on 14 May 2019, the time by which shareholders who wanted to vote at the AGM must have been entered on the
             Company's register of members, the number of issued shares in the Company was 1,902,251,098 ordinary shares. In accordance with the
             Company's Articles of Association, on a poll every member present in person or by proxy had one vote for every share held.

          ii.   There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM. Votes withheld are not votes in
                law and therefore have not been counted in the calculation of the proportion of the votes for or against a resolution.

                In accordance with section 695 of the Companies Act 2006, votes cast in respect of shares held by or on behalf of Odd-lot Holders on the
                First Record Date (both terms as defined in the Notice of AGM) were excluded when determining whether resolution 24 was passed. For
                technical reasons, in order to effect this, the votes cast in respect of the aggregate number of shares that fall within limb (b) of the
                definition of “Odd-lots” in the Notice of AGM were deducted from their votes cast in favour of the resolution. For information purposes
                only, the unadjusted number of votes cast in favour of the resolution was 1,343,055,537.

          iii. All percentages are shown to two decimal places.

      Pursuant to UK Listing Rule 9.6.2R, copies of all resolutions, other than those concerning ordinary business, passed at the AGM today have been
      submitted to the National Storage Mechanism and will shortly be available to view at

      The poll results and a webcast of the AGM will also be available to view shortly on the Company's website at
                                                                       - ends -


Investor Relations:
John-Paul Crutchley                                     +44 (0)20 7002 7016

Keilah Codd                                             +44 (0)20 7002 7054

Company Secretary:
Patrick Gonsalves                                       +44 (0)20 7778 9670

Geoffrey Pelham-Lane                                    +44 (0)20 3757 4985

Aprio (South Africa)
Julian Gwillim                                          +27 (0)11 880 0037

About Quilter plc:
Quilter plc is a leading wealth management business in the UK and internationally, helping to create prosperity for the generations of today and

Quilter plc oversees £114.9 billion in investments (as at 31 March 2019).

It has an adviser and customer offering spanning: financial advice; investment platforms; multi-asset investment solutions; and discretionary fund

The business is comprised of two segments: Advice and Wealth Management and Wealth Platforms.

Advice and Wealth Management encompasses the financial planning network, Intrinsic; Quilter Private Client Advisers; the discretionary fund
management business, Quilter Cheviot; and Quilter Investors, the Multi-asset investment solutions business. Wealth Platforms includes the Old
Mutual Wealth UK Platform; Old Mutual International, including AAM Advisory in Singapore; and the Old Mutual Wealth Heritage life assurance

The Quilter plc businesses are being re-branded to Quilter over a period of approximately two years:

• The Multi-asset business is now Quilter Investors
• Intrinsic to Quilter Financial Planning
• The private client advisers business is now Quilter Private Client Advisers
•   The UK Platform to Quilter Wealth Solutions
•   The International business to Quilter International
•   The Heritage life assurance business to Quilter Life Assurance
•   Quilter Cheviot will retain its name.

JSE Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd

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