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Tesco PLC - Result of AGM

RNS Number : 2514R
Tesco PLC
26 June 2020
 

Tesco PLC

 

26 June 2020

 

Tesco PLC - Results of AGM

 

Tesco PLC held its Annual General Meeting on Friday 26 June at 10.30 a.m.  Resolutions 1 and 3 to 26 were duly passed.  Resolution 2, approval of the Directors' Remuneration Report, was not passed.  

 

A poll was held on each of the resolutions proposed.  The results of the polls are as follows:

                                                                                               












VOTES
FOR

%

VOTES AGAINST

%

TOTAL VOTES

VALIDLY CAST

% ISSUED

SHARE CAPITAL

VOTES WITHHELD

1

To receive the report and accounts

7,332,850,006

99.98

1,504,923

0.02

7,334,354,929

74.89%

19,766,062

2

To approve the Directors' remuneration report

2,403,268,383

32.71

4,943,383,778

67.29

7,346,652,161

75.02%

7,468,830

3

To declare a final dividend

7,313,840,676

99.48

38,257,660

0.52

7,352,098,336

75.07%

2,022,655

4

To re-elect John Allan as a Director

7,029,624,569

95.84

305,255,762

4.16

7,334,880,331

74.90%

19,240,660

5

To re-elect Mark Armour as a Director

7,337,299,742

99.83

12,176,308

0.17

7,349,476,050

75.04%

4,645,391

6

To re-elect Melissa Bethell as a Director

7,344,927,168

99.94

4,540,338

0.06

7,349,467,506

75.04%

4,653,485

7

To re-elect Stewart Gilliland as a Director

7,287,160,549

99.15

62,280,328

0.85

7,349,440,877

75.04%

4,680,114

8

To re-elect Steve Golsby as a Director

6,778,622,908

94.48

396,105,363

5.52

7,174,728,271

73.26%

179,392,720

9

To re-elect Byron Grote as a Director

7,005,071,180

95.50

329,826,851

4.50

7,334,898,031

74.90%

19,222,960

10

To re-elect Dave Lewis as a Director

7,336,842,928

99.83

12,744,770

0.17

7,349,587,698

75.05%

4,533,293

11

To re-elect Mikael Olsson as a Director

7,220,952,756

98.45

113,925,418

1.55

7,334,878,174

74.90%

19,242,817

12

To re-elect Deanna Oppenheimer as a Director

7,042,521,417

96.02

292,251,005

3.98

7,334,772,422

74.89%

19,348,569

13

To re-elect Simon Patterson as a Director

7,337,128,691

99.83

12,266,761

0.17

7,349,395,452

75.04%

4,725,539

14

To re-elect Alison Platt as a Director

7,205,652,804

98.24

129,224,390

1.76

7,334,877,194

74.90%

19,243,797

15

To re-elect Lindsey Pownall as a Director

7,344,923,517

99.94

4,452,202

0.06

7,349,375,719

75.04%

4,745,272

16

To re-elect Alan Stewart as a Director

7,320,093,707

99.60

29,327,125

0.40

7,349,420,832

75.04%

4,700,159

17

To elect Ken Murphy as a Director with effect from 1 October 2020

7,334,242,761

99.80

15,037,922

0.20

7,349,280,683

75.04%

4,840,308

18

To reappoint the auditors

7,235,790,906

99.48

37,859,171

0.52

7,273,650,077

74.27%

80,470,914

19

To authorise the Directors to determine the auditors' remuneration

7,306,181,090

99.38

45,212,146

0.62

7,351,393,236

75.06%

2,727,758

20

To renew and continue The Tesco PLC Share Incentive Plan

7,313,662,240

99.50

36,410,137

0.50

7,350,072,377

75.05%

4,048,614

21

To authorise the Directors to allot shares

6,823,807,570

92.84

526,310,888

7.16

7,350,118,458

75.05%

4,002,533

22

To authorise the Directors to disapply pre-emption rights*

7,210,606,039

98.19

132,626,899

1.81

7,343,232,938

74.98%

10,888,050

23

To authorise the Directors to disapply pre-emption rights for acquisitions and capital investment*

7,048,972,004

95.99

294,539,899

4.01

7,343,511,903

74.98%

10,609,085

24

To authorise the Company to purchase its own shares*

7,197,967,280

98.02

145,191,029

1.98

7,343,158,309

74.98%

10,962,682

25

To authorise political donations by the Company and its subsidiaries

7,069,464,190

96.21

278,195,212

3.79

7,347,659,402

75.03%

6,461,589

26

To authorise a 14 day notice period for general meetings*

6,906,833,291

93.95

444,564,846

6.05

7,351,398,137

75.06%

2,722,854

*Special resolutions

 

Resolution 2

 

While the Board is pleased that all other resolutions were carried with very large majorities, we are disappointed that the advisory vote on the Directors' Remuneration Report was not passed.

 

Following recent engagement on our Remuneration Report with a number of our larger shareholders, we have been reassured that the majority agree that the overall outcome of the 2017 PSP award is proportionate given the outstanding turnaround delivered by management. We recognise, however, that a significant number of shareholders had concerns with the principle of the Committee's adjustment to the TSR comparator group.

 

Following the AGM, the Remuneration Committee will continue to engage with shareholders to fully understand their concerns and will consider the full range of feedback as we prepare to put our Remuneration Policy to shareholders at the 2021 AGM in accordance with the requirements of the Companies Act. We will publish an update on our engagement, in accordance with the UK Corporate Governance Code, within six months of the 2020 AGM.

 

Notes

 

Results of the poll can also be viewed on the Company's website: https://www.tescoplc.com/investors/shareholder-centre/shareholder-meetings/ 

 

Please note a 'vote withheld' is not a vote under English law and is not counted in the calculation of votes 'for' and 'against' a resolution.

 

The total number of ordinary shares in issue on 24 June 2020 at 6.30pm was 9,793,496,561. Shareholders are entitled to one vote per share. 

           

In accordance with Listing Rule 9.6.2 copies of the resolutions (other than those relating to ordinary business) will be submitted to the FCA National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

 

 

Enquiries:                    

 

Group Company Secretary         Robert Welch    +44 (0) 7793 222569

 

 

 

LEI Number: 2138002P5RNKC5W2JZ46

 


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