For immediate release 10 June 2021
Wm Morrison Supermarkets PLC ("Morrisons" or the "Company")
Annual General Meeting ("AGM") announcement
Morrisons announces that at its AGM held on 10 June 2021 at Hilmore House, Gain Lane, Bradford, BD3 7DL, each of the resolutions submitted to the meeting (as set out in the Notice of Meeting dated 12 May 2021) was proposed and, with the exception of Resolution 2, passed by the appropriate majority on a poll.
The poll votes on each resolution were as follows:
|
|
VOTES FOR |
% |
VOTES AGAINST |
% |
VOTES TOTAL |
% of ISC VOTED |
VOTES WITHHELD |
|
1. Report and Accounts |
1,890,318,267 |
99.68 |
6,108,432 |
0.32 |
1,896,426,699 |
78.70 |
1,504,073 |
|
2. Directors' Remuneration Report |
491,324,745 |
29.88 |
1,152,925,070 |
70.12 |
1,644,249,815 |
68.23 |
253,680,957 |
|
3. Final Dividend |
1,889,124,560 |
99.58 |
7,977,129 |
0.42 |
1,897,101,689 |
78.73 |
829,083 |
|
4. To re-elect Andrew Higginson |
1,537,195,086 |
84.46 |
282,827,680 |
15.54 |
1,820,022,766 |
75.53 |
77,908,006 |
|
5. To re-elect David Potts |
1,888,411,773 |
99.59 |
7,743,255 |
0.41 |
1,896,155,028 |
78.69 |
1,775,744 |
|
6. To re-elect Trevor Strain |
1,886,861,850 |
99.51 |
9,284,989 |
0.49 |
1,896,146,839 |
78.69 |
1,783,933 |
|
7. To re-elect Michael Gleeson |
1,887,069,827 |
99.52 |
9,064,724 |
0.48 |
1,896,134,551 |
78.69 |
1,796,221 |
|
8. To re-elect Rooney Anand |
1,727,465,838 |
91.10 |
168,688,523 |
8.90 |
1,896,154,361 |
78.69 |
1,776,411 |
|
9. To elect Susanne Given |
1,893,607,854 |
99.87 |
2,525,046 |
0.13 |
1,896,132,900 |
78.69 |
1,797,872 |
|
10. To re-elect Kevin Havelock |
1,429,100,380 |
85.23 |
247,606,641 |
14.77 |
1,676,707,021 |
69.58 |
221,221,715 |
|
11. To elect Lyssa McGowan |
1,893,897,122 |
99.88 |
2,230,205 |
0.12 |
1,896,127,327 |
78.69 |
1,803,445 |
|
12. To elect Jeremy Townsend |
1,890,125,801 |
99.68 |
5,998,501 |
0.32 |
1,896,124,302 |
78.69 |
1,806,470 |
|
13. Reappointment of Auditors |
1,855,040,293 |
97.78 |
42,023,068 |
2.22 |
1,897,063,361 |
78.72 |
867,411 |
|
14. Auditors' Remuneration |
1,895,045,679 |
99.89 |
1,994,799 |
0.11 |
1,897,040,478 |
78.72 |
890,294 |
|
15.Political Donations |
1,855,964,108 |
97.84 |
40,942,965 |
2.16 |
1,896,907,073 |
78.72 |
1,022,917 |
|
16. General authority to allot shares |
1,496,143,654 |
78.84 |
401,594,077 |
21.16 |
1,897,737,731 |
78.75 |
193,041 |
|
17. Disapplication of pre-emption rights |
1,536,634,164 |
80.97 |
361,062,032 |
19.03 |
1,897,696,196 |
78.75 |
234,576 |
|
18. Authority to purchase Wm Morrison Supermarkets PLC shares |
1,847,711,279 |
97.73 |
42,868,112 |
2.27 |
1,890,579,391 |
78.46 |
7,351,381 |
|
19. Notice period for General Meetings |
1,797,542,669 |
94.75 |
99,534,377 |
5.25 |
1,897,077,046 |
78.73 |
853,726 |
|
20. Amendments of Articles of Association |
1,895,683,676 |
99.93 |
1,265,876 |
0.07 |
1,896,949,552 |
78.72 |
981,220 |
Resolutions 1 to 16 were ordinary resolutions. Resolutions 17 to 20 were special resolutions.
Votes 'For' include votes at the discretion of the Chairman. Votes withheld are not counted in the count of the total votes or the calculations of the percentages For or Against each resolution. Percentages are rounded to two decimal places.
As previously announced, as a result of the Coronavirus pandemic and in line with Government Guidance, the Company held a limited Annual General Meeting at the Company's registered office with only the minimum number of shareholders present who were all employees of Morrisons as required to form a quorum under the Company's articles of association. All valid proxy votes and voting instructions (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting.
Shareholders were offered the opportunity to join members of the Board for a live Shareholder Engagement Event on 3 June 2021 ahead of the formal AGM proceedings.
Resolution 2
We note the very significant majority vote against the Directors' Remuneration Report. In consultations with shareholders ahead of the AGM, the Remuneration Committee endeavored to explain the full context around its decision to apply selective discretion on some aspects of the executive directors' remuneration, in particular adjusting for direct Covid costs. An adjusted profit number was also used to calculate the final ordinary dividend payment of 5.11p which, together with the interim dividend and the deferred special dividend from the prior year, took the total dividends for shareholders for the year to 11.15p.
In the Committee's view, Morrisons performed exceptionally well for the nation during the first year of Covid with the executives widely recognised for their leadership, clarity, decisiveness, compassion and speed of both decision making and execution. Almost overnight, the entire business was effectively re-positioned to feed the nation and to make sure no-one was left behind. Key decisions included:
● Immediate payment terms offered to c.3,000 small suppliers
● A 10% Morrisons discount for NHS workers, teachers and blue light workers
● A 5% Morrisons discount for our British farmer suppliers
● Enhanced pay guarantees for sick, self-isolating and affected colleagues, plus greater flexibility around shifts and annual leave
● Establishing a Doorstep Delivery telephone service for the elderly, isolating and shielding
● A hardship fund to support colleagues in financial difficulty due to the crisis
● Five-fold increase of dotcom capacity to help vulnerable and isolating customers
● Setting up a bulk delivery service for local councils, care homes and charities
● £15m of food donated to re-stock Britain's food banks
● An extra hour opening for NHS workers early in the morning
● Taking no government funding; repaying £230m business rates waiver
In addition, all Morrisons colleagues had their bonus significantly enhanced - the average bonus was trebled and paid early - to recognise their extraordinary commitment, innovation, selflessness and hard work to feed the nation in a time of national crisis. In the view of the Committee, the executives demonstrated those same qualities and in doing so helped to develop a more trusted, differentiated and resilient business which is in the long-term interests of shareholders.
The Committee also noted that the Chief Executive waived his salary increase for the sixth year running.
In these circumstances, the Remuneration Committee believed that it was appropriate to apply some discretion to the remuneration of the senior executives. It is a matter of sincere regret to the Committee that it clearly has not been able to convince a majority of shareholders - or the proxy voting agencies - that this was the right course of action. The Committee looks forward to re-engaging with shareholders, listening to their views, and once again making the case for why discretion was used in a genuinely exceptional year which produced a genuinely exceptional performance from the executive leadership.
Resolution 16
Resolution 16, general authority to allot shares, received 78.84% approval. This is primarily driven by the votes from a small number of institutional shareholders who applied a more stringent voting policy on the allotment of shares resolution than is market practice.
We will be engaging with these shareholders to understand their views and will carefully consider the flexibility that we seek as part of the Board's decisions for the 2022 AGM.
Total shares in issue at the time of the meeting were 2,409,745,459.
In accordance with Listing Rule 9.6.2, a copy of resolutions 16 to 20 (as set out in the notice of AGM), being the resolutions passed at the AGM not concerning ordinary business, will be submitted today to the Financial Conduct Authority's national storage mechanism.
Jonathan Burke
Company Secretary
Wm Morrison Supermarkets PLC
Tel: 0345 611 5000
Registered Office:
Hilmore House
Gain Lane
Bradford
BD3 7DL
Company Number: 358949
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