Company Announcements

RNS Number : 1509X
British American Tobacco PLC
25 April 2019
 

BRITISH AMERICAN TOBACCO p.l.c.

RESULTS OF VOTING AT 2019 ANNUAL GENERAL MEETING

 

The Annual General Meeting of British American Tobacco p.l.c. was held at Hilton London Bankside, 2-8 Great Suffolk Street, London, SE1 0UG on 25 April 2019 at 11.30am.

 

The tables below set out the results of the poll on each of the total of 20 Resolutions as stated in the Notice of Meeting dated 20 March 2019. Each shareholder, present in person or by proxy, was entitled to one vote per ordinary share of 25p held.

 

Resolution 1

 

Receipt of 2018 Report and Accounts

 

For - Note (b)

1,755,258,446

Percent of Votes Cast

99.20%

Percent of Issued Share Capital

76.52%

Against

14,169,779

Percent of Votes Cast

0.80%

Percent of Issued Share Capital

0.62%

Total Votes Cast (Excl. Votes Withheld)

1,769,428,225

Percent of Issued Share Capital

77.14%

Votes Withheld - Note (c)

4,387,903

 

Resolution 2

 

Approval of the Directors' Remuneration Policy

 

For - Note (b)

1,641,331,721

Percent of Votes Cast

92.63%

Percent of Issued Share Capital

71.56%

Against

130,661,885

Percent of Votes Cast

7.37%

Percent of Issued Share Capital

5.70%

Total Votes Cast (Excl. Votes Withheld)

1,771,993,606

Percent of Issued Share Capital

77.25%

Votes Withheld - Note (c)

1,820,757

 

Resolution 3

 

Approval of 2018 Directors' Remuneration Report

 

For - Note (b)

1,554,311,783

Percent of Votes Cast

87.71%

Percent of Issued Share Capital

67.76%

Against

217,722,528

Percent of Votes Cast

12.29%

Percent of Issued Share Capital

9.49%

Total Votes Cast (Excl. Votes Withheld)

1,772,034,311

Percent of Issued Share Capital

77.25%

Votes Withheld - Note (c)

1,780,043

 

Resolution 4

 

Reappointment of KPMG LLP as Auditors

 

For - Note (b)

1,755,452,554

Percent of Votes Cast

99.04%

Percent of Issued Share Capital

76.53%

Against

17,102,365

Percent of Votes Cast

0.96%

Percent of Issued Share Capital

0.75%

Total Votes Cast (Excl. Votes Withheld)

1,772,554,919

Percent of Issued Share Capital

77.28%

Votes Withheld - Note (c)

1,258,515

 

Resolution 5

 

 

Authority for the Audit Committee to agree the Auditors' remuneration

 

For - Note (b)

 

1,769,189,128

Percent of Votes Cast

 

99.81%

Percent of Issued Share Capital

 

77.13%

Against

 

3,321,904

Percent of Votes Cast

 

0.19%

Percent of Issued Share Capital

 

0.14%

Total Votes Cast (Excl. Votes Withheld)

 

1,772,511,032

Percent of Issued Share Capital

 

77.27%

Votes Withheld - Note (c)

 

1,303,327

       

Resolution 6

 

Re-election of Richard Burrows as a Director

 

 

For - Note (b)

1,735,711,221

 

Percent of Votes Cast

98.16%

 

Percent of Issued Share Capital

75.67%

 

Against

32,576,210

 

Percent of Votes Cast

1.84%

 

Percent of Issued Share Capital

1.42%

 

Total Votes Cast (Excl. Votes Withheld)

1,768,287,431

 

Percent of Issued Share Capital

77.09%

 

Votes Withheld - Note (c)

5,526,927

 

 

 

 

Resolution 7

 

Re-election of Sue Farr as a Director

 

For - Note (b)

1,750,116,750

Percent of Votes Cast

98.74%

Percent of Issued Share Capital

76.30%

Against

22,273,290

Percent of Votes Cast

1.26%

Percent of Issued Share Capital

0.97%

Total Votes Cast (Excl. Votes Withheld)

1,772,390,040

Percent of Issued Share Capital

77.27%

Votes Withheld - Note (c)

1,424,318

 

 

 

Resolution 8

 

Re-election of Dr Marion Helmes as a Director

 

 

For - Note (b)

1,509,106,829

 

Percent of Votes Cast

86.08%

 

Percent of Issued Share Capital

65.79%

 

Against

244,007,212

 

Percent of Votes Cast

13.92%

 

Percent of Issued Share Capital

10.64%

 

Total Votes Cast (Excl. Votes Withheld)

1,753,114,041

 

Percent of Issued Share Capital

76.43%

 

Votes Withheld - Note (c)

20,700,318

 

   

Resolution 9

 

Re-election of Luc Jobin as a Director

 

 

For - Note (b)

1,737,043,650

 

Percent of Votes Cast

98.12%

 

Percent of Issued Share Capital

75.73%

 

Against

33,217,228

 

Percent of Votes Cast

1.88%

 

Percent of Issued Share Capital

1.45%

 

Total Votes Cast (Excl. Votes Withheld)

1,770,260,878

 

Percent of Issued Share Capital

77.18%

 

Votes Withheld - Note (c)

3,553,480

 

 

Resolution 10

 

Re-election of Holly Keller Koeppel as a Director

 

 

For - Note (b)

1,727,827,523

 

Percent of Votes Cast

97.60%

 

Percent of Issued Share Capital

75.33%

 

Against

42,455,650

 

Percent of Votes Cast

2.40%

 

Percent of Issued Share Capital

1.85%

 

Total Votes Cast (Excl. Votes Withheld)

1,770,283,173

 

Percent of Issued Share Capital

77.18%

 

Votes Withheld - Note (c)

3,531,185

 

 

Resolution 11

 

Re-election of Savio Kwan as a Director

 

 

For - Note (b)

1,749,939,115

 

Percent of Votes Cast

99.24%

 

Percent of Issued Share Capital

76.29%

 

Against

13,336,671

 

Percent of Votes Cast

0.76%

 

Percent of Issued Share Capital

0.58%

 

Total Votes Cast (Excl. Votes Withheld)

1,763,275,786

 

Percent of Issued Share Capital

76.87%

 

Votes Withheld - Note (c)

10,538,572

 

 

Resolution 12

 

Re-election of Dimitri Panayotopoulos as a Director

 

 

For - Note (b)

1,736,879,545

 

Percent of Votes Cast

98.00%

 

Percent of Issued Share Capital

75.72%

 

Against

35,469,989

 

Percent of Votes Cast

2.00%

 

Percent of Issued Share Capital

1.55%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,349,534

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,464,824

 

 

Resolution 13

 

Re-election of Kieran Poynter as a Director

 

 

For - Note (b)

1,761,903,520

 

Percent of Votes Cast

99.41%

 

Percent of Issued Share Capital

76.81%

 

Against

10,455,380

 

Percent of Votes Cast

0.59%

 

Percent of Issued Share Capital

0.46%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,358,900

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,453,633

 

 

Resolution 14

 

Re-election of Ben Stevens as a Director

 

 

For - Note (b)

1,757,750,998

 

Percent of Votes Cast

99.17%

 

Percent of Issued Share Capital

76.63%

 

Against

14,631,254

 

Percent of Votes Cast

0.83%

 

Percent of Issued Share Capital

0.64%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,382,252

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,432,107

 

 

Resolution 15

 

Election of Jack Bowles as a Director

 

 

For - Note (b)

1,771,054,287

 

Percent of Votes Cast

99.93%

 

Percent of Issued Share Capital

77.21%

 

Against

1,308,620

 

Percent of Votes Cast

0.07%

 

Percent of Issued Share Capital

0.06%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,362,907

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,451,147

 

 

Resolution 16

 

Renewal of Directors' authority to allot shares

 

 

For - Note (b)

1,318,793,706

 

Percent of Votes Cast

74.41%

 

Percent of Issued Share Capital

57.49%

 

Against

453,657,814

 

Percent of Votes Cast

25.59%

 

Percent of Issued Share Capital

19.78%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,451,520

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,354,742

 

 

Resolution 17 - Note (d)

 

Renewal of Directors' authority to disapply pre-emption rights

 

 

For - Note (b)

1,628,790,313

 

Percent of Votes Cast

92.03%

 

Percent of Issued Share Capital

71.01%

 

Against

141,102,479

 

Percent of Votes Cast

7.97%

 

Percent of Issued Share Capital

6.15%

 

Total Votes Cast (Excl. Votes Withheld)

1,769,892,792

 

Percent of Issued Share Capital

77.16%

 

Votes Withheld - Note (c)

3,919,591

 

 

Resolution 18 - Note (d)

 

Authority for the Company to purchase its own shares

 

 

For - Note (b)

1,737,471,044

 

Percent of Votes Cast

98.06%

 

Percent of Issued Share Capital

75.75%

 

Against

34,420,824

 

Percent of Votes Cast

1.94%

 

Percent of Issued Share Capital

1.50%

 

Total Votes Cast (Excl. Votes Withheld)

1,771,891,868

 

Percent of Issued Share Capital

77.25%

 

Votes Withheld - Note (c)

1,922,413

 

 

Resolution 19

 

Authority to make donations to political organisations and to incur political expenditure

 

For - Note (b)

1,627,423,634

 

Percent of Votes Cast

92.03%

 

Percent of Issued Share Capital

70.95%

 

Against

141,003,499

 

Percent of Votes Cast

7.97%

 

Percent of Issued Share Capital

6.15%

 

Total Votes Cast (Excl. Votes Withheld)

1,768,427,133

 

Percent of Issued Share Capital

77.10%

 

Votes Withheld - Note (c)

5,382,676

 

 

Resolution 20 - Note (d)

 

Notice period for General Meetings

 

 

For - Note (b)

1,594,625,564

 

Percent of Votes Cast

89.96%

 

Percent of Issued Share Capital

69.52%

 

Against

177,886,991

 

Percent of Votes Cast

10.04%

 

Percent of Issued Share Capital

7.76%

 

Total Votes Cast (Excl. Votes Withheld)

1,772,512,555

 

Percent of Issued Share Capital

77.27%

 

Votes Withheld - Note (c)

1,301,344

 

 

 

 

Notes:

 

(a)           The total number of ordinary shares in issue (excluding treasury shares) at the close of business on Wednesday 24 April 2019 was 2,293,775,200.

 

(b)           Includes discretionary votes.

 

(c)           A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.

 (d)          In accordance with Listing Rules 9.6.2R and 9.6.3R, copies of the resolutions numbered 17, 18 and 20 will be submitted to the National Storage Mechanism as soon as practicable and will be available for inspection at www.morningstar.co.uk/uk/nsm.  A copy of the resolutions may also be obtained from the Notice of Meeting which is available on the Company's website at www.bat.com/agm.

All resolutions were passed at the Company's Annual General Meeting today with the requisite majority of votes.

 

However, in relation to resolution 16 (Authority to allot shares), we acknowledge that a number of our shareholders did not support this resolution. It remains standard market practice for many UK FTSE listed companies to retain this type of authority. The authority sought by the Company 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. However, we are aware that some institutional investors, particularly in South Africa, have specific policies against supporting this type of resolution. Following the outcome of today's vote, we will continue our ongoing engagement with shareholders to better understand the position of those for which this authority continues to present concerns and will keep best practice in this area under review.

 

 

P McCrory

Secretary

British American Tobacco p.l.c.

 

25 April 2019

 

Enquiries:

 

Investor Relations

Mike Nightingale/Rachael Brierley/John Harney        

+44 20 7845 1180/1519/1263

 

British American Tobacco Press Office
+44 (0) 20 7845 2888 (24 hours)  | @BATPress 

 

 

 


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