Result of AGM

Source: RNS
RNS Number : 6759N
Lloyds Banking Group PLC
21 May 2020
 

21 May 2020

ANNUAL GENERAL MEETING OF LLOYDS BANKING GROUP PLC

Following the annual general meeting held today, Lloyds Banking Group plc (the "Company") announces that all resolutions put to shareholders at the meeting were passed by the requisite majorities.  Resolutions 1 to 16 (inclusive) and 18 to 23 (inclusive) were passed as ordinary resolutions.  Resolutions 24 to 29 (inclusive) were passed as special resolutions.  As detailed in our announcement dated 31 March 2020, Resolution 17, the resolution seeking approval of a final dividend, was withdrawn.  A poll was held on each of the resolutions proposed.  The results of the polls are as follows:

Resolution

Votes

For

% of Votes Cast

Votes

Against

% of

Votes

Cast

Total Votes

Validly Cast

Total Votes Cast

as a %

of the Ordinary Shares in Issue

Votes

Withheld

1.    

Receive the report and accounts for the year ended 31 December 2019

46,385,399,885

99.78

100,797,171

0.22

46,486,197,056

65.97%

148,066,914

2.    

Election of Mr W L D Chalmers

46,257,064,694

99.27

339,538,471

0.73

46,596,603,165

66.13%

37,426,569

3.    

Election of Ms S C Legg

46,534,778,026

99.87

62,060,317

0.13

46,596,838,343

66.13%

37,132,987

4.    

Election of Ms C M Woods

46,532,773,900

99.86

63,491,048

0.14

46,596,264,948

66.13%

37,754,036

5.    

Re-election of Lord Blackwell

45,950,487,679

98.61

647,815,823

1.39

46,598,303,502

66.13%

36,052,161

6.    

Re-election of Mr J Colombás

46,474,173,136

99.77

106,374,839

0.23

46,580,547,975

66.10%

47,925,158

7.    

Re-election of Mr A P Dickinson

45,955,680,656

98.62

640,845,241

1.38

46,596,525,897

66.13%

37,532,982

8.    

Re-election of Mr S P Henry

46,045,987,873

98.90

512,261,649

1.10

46,558,249,522

66.07%

75,785,632

9.    

Re-election of Mr A Horta-Osório

46,475,394,370

99.73

125,448,042

0.27

46,600,842,412

66.13%

33,434,942

10. 

Re-election of Lord Lupton

46,519,240,494

99.83

78,059,697

0.17

46,597,300,191

66.13%

36,733,734

11. 

Re-election of Ms A F Mackenzie

46,352,382,064

99.47

244,634,832

0.53

46,597,016,896

66.13%

36,964,425

12. 

Re-election of Mr N E T Prettejohn

46,101,565,279

98.94

494,841,403

1.06

46,596,406,682

66.13%

37,551,359

13. 

Re-election of Mr S W Sinclair

45,840,943,328

98.38

755,624,877

1.62

46,596,568,205

66.13%

37,333,097

14. 

Re-election of Ms S V Weller

46,173,945,676

99.09

423,669,897

0.91

46,597,615,573

66.13%

36,298,155

15. 

Approval of the Directors' remuneration policy section of the Directors' remuneration report

29,212,979,494

63.82

16,562,445,285

36.18

45,775,424,779

64.96%

858,667,359

16. 

Approval of the annual report on remuneration section of the Directors' remuneration report

44,123,583,254

94.97

2,338,508,167

5.03

46,462,091,421

65.94%

171,918,698

17. 

Approval of a final ordinary dividend of         2.25 pence per ordinary share

resolution withdrawn

18. 

Re-appointment of the auditor

44,439,359,832

95.36

2,164,220,509

4.64

46,603,580,341

66.14%

30,461,144

19. 

Authority to set the remuneration of the auditor

45,623,161,774

97.92

969,398,832

2.08

46,592,560,606

66.12%

41,340,125

20. 

Approval of the Lloyds Banking Group Long Term Share Plan 2020 rules

29,477,483,305

63.69

16,806,809,888

36.31

46,284,293,193

65.68%

349,836,227

21. 

Authority to make political donations or to incur political expenditure

45,039,421,206

96.70

1,537,450,055

3.30

46,576,871,261

66.10%

57,288,535

22. 

Directors' authority to allot shares

44,135,552,845

94.70

2,470,770,682

5.30

46,606,323,527

66.14%

27,729,694

23. 

Directors' authority to allot shares in relation to the issue of Regulatory Capital Convertible Instruments

45,896,314,991

98.54

678,679,114

1.46

46,574,994,105

66.10%

58,938,280

24. 

Limited disapplication of pre-emption rights (ordinary shares)

45,809,090,501

98.31

789,449,619

1.69

46,598,540,120

66.13%

35,182,279

25. 

Limited disapplication of pre-emption rights in the event of financing an acquisition or other capital investment

45,334,815,844

97.29

1,262,670,928

2.71

46,597,486,772

66.13%

36,266,642

26. 

Limited disapplication of pre-emption rights in relation to the issue of Regulatory Capital Convertible Instruments

45,405,339,628

97.45

1,190,312,519

2.55

46,595,652,147

66.13%

37,710,116

27. 

Authority to purchase own ordinary shares

45,900,075,158

98.51

696,287,155

1.49

46,596,362,313

66.13%

37,697,400

28. 

Authority to purchase own preference shares

46,291,008,556

99.35

303,684,816

0.65

46,594,693,372

66.12%

39,260,045

29. 

Notice period for general meetings

44,124,261,322

94.66

2,487,836,025

5.34

46,612,097,347

66.15%

21,511,013

 

Notes

For all resolutions, as at 6.30 pm on 19 May 2020 (the time at which shareholders who wanted to attend, speak and vote at the meeting were required to have their details entered in the register of members), there were 70,465,376,199 ordinary shares in issue.

Ordinary shareholders are entitled to one vote per share. Votes withheld are not votes and, therefore, have not been counted in the calculation of the proportion of votes for and against a resolution.

In accordance with the Listing Rule 9.6.2, copies of the resolutions will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

As previously announced, as a result of the COVID-19 pandemic and the measures put in place by the UK and Scottish Governments to reduce the transmission of COVID-19, the annual general meeting was held as a closed meeting at the Company's registered office located at The Mound, Edinburgh, EH1 1YZ, with only the minimum number of shareholders present as required to form a quorum under the Company's articles of association, who were all employees of Lloyds Banking Group. All valid proxy votes and voting instructions (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting.

Resolutions 15 and 20

Over the past 9 months, we have consulted extensively on our new remuneration policy which is designed to reflect better the Group's purpose, the evolving societal views on remuneration and desired outcomes for all stakeholders including a significant reduction in maximum compensation levels. We gained considerable positive feedback and support during the consultation from a range of shareholders, both large and small, and we appreciate their ongoing engagement and support. The Board recognises that developing a new remuneration approach that meets the needs of all shareholders is difficult, but felt the introduction of this new policy, which includes a significant reduction and harmonisation in pension contributions, would ensure greater alignment with shareholders.

The Board welcomes the broad shareholder support for the new Remuneration Policy (Resolution 15) and Long Term Share Plan (Resolution 20) which were approved with a majority of close to 64%, but notes there were a significant number of votes opposing the resolutions. The Board appreciates that restricted share schemes remain a relatively new concept and that practice continues to evolve. We are also aware from our extensive pre AGM consultation that a number of investors have expressed reservations about different aspects of the plan, including the desire for still further simplification. In the light of today's votes we will continue to consult with shareholders and other stakeholders and will consider the full range of feedback as we implement our new remuneration policy.


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