Result of AGM

RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

 

Wednesday 8 May 2013

 

Standard Chartered PLC (the 'Company') announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Wednesday 8 May 2013, as set out in the AGM notice.

 

A poll was held on each of the resolutions and was passed by the required majority. Resolutions 1 to 27 and 32 as ordinary resolutions, and resolutions 28 to 31 as special resolutions, were passed and the results of the poll were as follows:

 

 

Resolution	Votes For	%	Votes Against	%	Votes Withheld	Total Votes	% of ISC voted
1. To receive the Company's annual report and accounts for the financial year ended 31 December 2012 together with the reports of the directors and auditors.	464,124,774	99.90	453,045	0.10	1,468,460	464,577,819	76.82
2. To declare a final dividend of 56.77 US cents per ordinary share for the year ended 31 December 2012.	464,509,031	99.94	273,425	0.06	1,263,311	464,782,456	76.86
3. To approve the directors' remuneration report for the year ended 31 December 2012, as set out on pages 160 to 185 of the annual report and accounts.	406,944,552	92.83	31,434,513	7.17	27,097,339	438,379,065	72.49
4. To elect Mr O P Bhatt who has been appointed as a non-executive director by the Board since the last AGM of the Company.	462,946,688	99.61	1,795,093	0.39	1,304,494	464,741,781	76.85
5. To elect Dr L C Y Cheung who has been appointed as a non-executive director by the Board since the last AGM of the Company.	458,243,675	99.39	2,830,157	0.61	4,905,547	461,073,832	76.24
6. To elect Mrs M Ewing who has been appointed as a non-executive director by the Board since the last AGM of the Company.	463,121,914	99.65	1,620,448	0.35	1,303,912	464,742,362	76.85
7. To elect Dr L H Thunell who has been appointed as a non-executive director by the Board since the last AGM of the Company.	463,083,996	99.64	1,657,584	0.36	1,304,607	464,741,580	76.85
8. To re-elect Mr S P Bertamini, an executive director.	360,318,678	98.93	3,887,450	1.07	101,840,103	364,206,128	60.22
9. To re-elect Mr J S Bindra, an executive director.	360,259,841	98.92	3,946,428	1.08	101,840,271	364,206,269	60.22
10. To re-elect Mr J F T Dundas, a non-executive director.	456,796,299	98.33	7,766,721	1.67	1,483,214	464,563,020	76.82
11. To re-elect Dr Han Seung-soo KBE, a non-executive director.	462,749,884	99.57	1,993,408	0.43	1,302,942	464,743,292	76.85
12. To re-elect Mr S J Lowth, a non-executive director.	463,006,632	99.63	1,741,868	0.37	1,297,735	464,748,500	76.85
13. To re-elect Mr R H P Markham, a non-executive director.	443,211,715	96.00	18,485,627	4.00	4,348,882	461,697,342	76.35
14. To re-elect Ms R Markland, a non-executive director.	437,682,503	94.19	26,977,326	5.81	1,386,395	464,659,829	76.83
15. To re-elect Mr R H Meddings, an executive director.	460,631,165	99.11	4,125,813	0.89	1,289,054	464,756,978	76.85
16. To re-elect Mr J G H Paynter, a non-executive director.	451,111,295	97.08	13,580,879	2.92	1,354,060	464,692,174	76.84
17. To re-elect Sir John Peace, as Chairman.	444,304,757	97.47	11,535,210	2.53	10,065,657	455,839,967	75.38
18. To re-elect Mr A M G Rees, an executive director.	360,331,033	98.93	3,883,169	1.07	101,832,029	364,214,202	60.23
19. To re-elect Mr P A Sands, an executive director.	460,705,796	99.13	4,060,704	0.87	1,279,769	464,766,500	76.85
20. To re-elect Mr V Shankar, an executive director.	360,295,757	98.92	3,916,583	1.08	101,833,892	364,212,340	60.23
21. To re-elect Mr P D Skinner, a non-executive director.	439,817,605	94.68	24,691,988	5.32	1,536,629	464,509,593	76.81
22. To re-elect Mr O H J Stocken, a non-executive director.	463,055,146	99.64	1,685,289	0.36	1,305,441	464,740,435	76.85
23. To re-appoint KPMG Audit Plc as auditor to the Company from the end of the AGM until the end of next year's AGM.	460,785,152	99.46	2,519,175	0.54	2,741,940	463,304,327	76.61
24. To authorise the Board to set the auditor's fees.	463,016,632	99.75	1,141,471	0.25	1,887,949	464,158,103	76.75
25. To authorise the Company and its subsidiaries to make political donations.	453,569,148	97.61	11,086,264	2.39	1,353,686	464,655,412	76.83
26. To authorise the Board to allot shares within limits.	435,413,280	94.32	26,245,131	5.68	4,320,961	461,658,411	76.34
27. To extend the authority of the Board to allot shares within limits.	435,073,580	94.52	25,204,898	5.48	5,700,890	460,278,478	76.11
28. To authorise the Board to allot equity securities for cash free from pre-emption rights within limits.	460,759,245	99.52	2,228,333	0.48	3,052,583	462,987,578	76.56
29. To authorise the Company to buy back its ordinary shares within limits.	463,300,148	99.68	1,477,420	0.32	1,268,709	464,777,568	76.85
30. To authorise the Company to buy back its preference shares within limits.	463,330,105	99.69	1,436,520	0.31	1,279,514	464,766,625	76.85
31. That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.	427,079,928	91.90	37,656,646	8.10	1,309,289	464,736,574	76.85
32. That the rules of the Standard Chartered 2013 Sharesave Plan be approved.	457,066,542	98.39	7,456,140	1.61	1,523,587	464,522,682	76.81

 

As at the date of the AGM, the number of issued shares of the Company was 2,419,002,104 shares, which was the total number of shares entitling the holders to attend and vote for or against all resolutions.  There was no share entitling the holder to attend and abstain from voting in favour of any of the resolutions as set out in rule 13.40 of the Hong Kong Listing Rules. In accordance with the Company's Articles of Association, on a poll every member shall have one vote for every four shares held, therefore the total number of voting rights was 604,750,526. Votes withheld are not votes in law and, therefore, have not been counted in the calculation of the proportion of votes for and against a resolution. Proxy appointments which gave discretion to the Chairman have been included in the 'for' total.

 

There were no restrictions on any shareholders casting votes on any of the resolutions proposed at the AGM, save for the executive directors of the Company and their associates who were required to abstain from resolution 26 which affected a total of 272,902 voting rights.  The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

 

The resolutions put to shareholders at the AGM today have been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's National Storage Mechanism, which can be accessed at http://www.hemscott.com/nsm.do.