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RNS Number : 0771M Hammerson PLC 25 April 2024
Hammerson plc (the "Company" or "Hammerson")
Results of the 2024 Annual General Meeting
25 April 2024
At the Annual General Meeting (the "AGM") of the Company held at Marble Arch
House, 66 Seymour Street, London W1H 5BX on Thursday, 25 April 2024, all the
resolutions were voted upon by a poll and were passed by the requisite
majority of shareholders.
The results of the poll for each resolution are as follows:
Votes For Votes Against Votes Cast **Votes Withheld
No. of Shares % of Shares voted No. of Shares % of Shares % of Issued Share Capital No. of Shares
Resolution voted
1 To receive the Directors' Annual Report and Financial Statements for the year 4,222,537,368 100.00 15,390 0.00 84.63% 4,243,301
ended 31 December 2023
2 To receive and approve the Directors' Remuneration Report for the year ended 3,499,200,418 82.83 725,452,297 17.17 84.67% 2,143,344
31 December 2023
3 To declare a final dividend for the year ended 31 December 2023 4,224,703,930 100.00 1,313 0.00 84.68% 2,090,816
4 To re-elect Habib Annous as a Director of the Company 3,577,397,619 84.68 647,300,029 15.32 84.68% 2,098,409
5 To re-elect Méka Brunel as a Director of the Company 3,605,797,697 85.35 618,894,284 14.65 84.68% 2,104,076
6 To re-elect Mike Butterworth as a Director of the Company 4,178,696,618 98.91 45,999,195 1.09 84.68% 2,100,244
7 To re-elect Rita-Rose Gagné as a Director of the Company 4,200,625,478 99.43 24,073,011 0.57 84.68% 2,097,570
8 To re-elect Adam Metz as a Director of the Company 4,178,317,704 98.90 46,374,568 1.10 84.68% 2,103,785
9 To re-elect Robert Noel as a Director of the Company 3,553,647,269 84.12 671,050,379 15.88 84.68% 2,098,409
10 To re-elect Himanshu Raja as a Director of the Company 4,200,352,328 99.42 24,350,578 0.58 84.68% 2,093,153
11 To re-elect Carol Welch as a Director of the Company 3,604,179,263 85.31 620,518,666 14.69 84.68% 2,098,128
12 To re-appoint PricewaterhouseCoopers LLP as auditor 4,224,141,238 99.99 439,574 0.01 84.67% 2,215,247
13 To authorise the Audit Committee to agree the auditor's remuneration 4,224,280,721 99.99 264,948 0.01 84.67% 2,250,390
14 To authorise the Directors to allot shares 3,353,933,332 79.39 870,556,339 20.61 84.67% 2,306,388
15 To disapply pre-emption rights* 3,396,884,719 80.41 827,604,952 19.59 84.67% 2,306,388
16 To disapply pre-emption rights in addition to those conferred by resolution 3,396,719,178 80.41 827,771,733 19.59 84.67% 2,305,148
15*
17 To authorise market purchases by the Company of its shares* 3,649,135,329 86.39 574,928,254 13.61 84.66% 2,732,315
Resolution 14 (authority to allot shares) received 79.39% of votes in favour
and was duly passed at the AGM. The level of allotment authority therefore
continues to be supported by a clear majority of the Company's shareholders
voting at the AGM. This is a customary authority sought by UK listed companies
in line with the Investment Association's share capital management guidelines.
Following shareholder consultation in previous years, the level of authority
sought (and approved today by shareholders) is less than that typically sought
by UK listed companies. The Company is aware that certain overseas
institutional investors have a policy of not supporting this authority. The
Board considers the flexibility afforded by this authority to be in the best
interests of the Company and shareholders. In accordance with provision 4 of
the UK Corporate Governance Code (the "Code") the Company will continue to
engage with relevant shareholders on this matter. 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 2024 annual report and accounts.
Other information
* Special resolution (75% majority required).
** A vote withheld is not a vote in law and is not counted towards the votes
cast 'For' or 'Against' a resolution.
(1) The issued share capital of the Company as at 6.30 p.m. on Tuesday, 23
April 2024 (the time by which shareholders who wanted to attend, speak and
vote at the AGM were entered on the Register) was 5,002,265,607 ordinary
shares, with 13,008,260 shares held in treasury. The total number of voting
rights in Hammerson plc was therefore 4,989,257,347.
(2) Copies of the resolutions passed, other than the resolutions
constituting ordinary business, at the AGM will shortly be available for
inspection at the National Storage Mechanism, which is located at
https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism
(https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism)
. The documents have also been submitted to Euronext Dublin.
(3) A copy of the poll results for the Annual General Meeting is also
available on the Hammerson plc website at
https://www.hammerson.com/investors/shareholder-centre/general-meetings
(https://www.hammerson.com/investors/shareholder-centre/general-meetings) .
(4) The full text of the resolutions is set out in the Notice of Meeting
which is also available at
https://www.hammerson.com/investors/shareholder-centre/general-meetings
(https://www.hammerson.com/investors/shareholder-centre/general-meetings) .
Richard Crowle
Senior Assistant Company Secretary
This announcement has also been released on the SENS system of the
Johannesburg Stock Exchange and on Euronext Dublin.
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