Update on AGM 2021 resolutions
29 December 2021 - EVRAZ plc (LSE: EVR) (the "Company") announces that following the Company's 2021 Annual General Meeting held on 15 June 2021 (the "AGM"), the Company announced that all of the resolutions put forward to the meeting were passed with the requisite majority of votes. However, in accordance with Provision 4 of the UK Corporate Governance Code 2018, the Company provides this update following the significant vote against the resolution to reappoint Alexander Izosimov as a director at the AGM (Resolution 9). Although the resolution was passed at the AGM, the Company has considered the views of a number of shareholders who had at that point, advised that due to their concerns over gender diversity at the Company, had voted against the reappointment of Mr Izosimov, on the basis that Mr Izosimov is Chair of the Company's Nominations Committee.
The Board of the Company ("Board"), assisted by its Nominations Committee, has recently considered diversity across the Company in detail and has adopted an updated policy with regard to board diversity, covering both gender and ethnic diversity. The Board recognises that the business operations of the Company, predominantly in both the Russian Federation and North America, have workforces that closely represent the diversity of the communities where its operational plants are based.
With regard to Board representation, the Board is currently in a state of transition, as two independent non-executive directors agreed to remain on the Board after three new independent directors had been appointed in June 2021. This was to assist with the induction of the new appointees, against the backdrop of a major demerger which has been announced to the market but not yet completed. These two male individuals will step down after the completion of the demerger. When they do, and additional appointments are announced to replace another director who is due to stand down in 2022, then the Company's gender percentage ratio is anticipated to improve.
The Board has discussed the Parker review and its recommendation to FTSE 100 boards. The Board will take this, and the Hampton-Alexander review (predecessor of the FTSE Women Leaders Review) recommendations, into account when recruiting to the Board. It is, however, mindful that any appointment needs to be on the basis of merit, and that with the geographical location of the Company's operations being outside of the UK, other experiences may be needed which better reflect a diversity of views for the benefit of the Board and the Company's stakeholders.
The Nominations Committee chair will consult further with the Company's shareholders ahead of the 2022 Annual General Meeting.
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