Annual General Meeting 2019

Our AGM will be held at 2pm on Tuesday 14 May 2019 at the Edinburgh International Conference Centre. Read the notice of the meeting in our AGM guide and find out more about voting, the resolutions and how to get there.

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We plan to webcast the meeting live and you can register now to watch.

Useful documents

2019 resolutions and how to vote

The following resolutions will be put to our shareholders at our AGM on 14 May. You can fill in your voting form on the share portal.

Resolutions
Resolution 1: To receive and consider the Annual report and accounts 2018
Resolution 2: To declare a final dividend for 2018
Resolution 3: To re-appoint KPMG LLP as auditors
Resolution 4: To authorise the audit committee to set the auditors’ fees
Resolution 5: To approve the Directors’ remuneration report, excluding the remuneration policy
Resolutions 6A: To re-elect John Devine
6B: To re-elect Melanie Gee
6C: To re-elect Martin Gilbert
6D: To re-elect Rod Paris
6E: To re-elect Martin Pike
6F: To re-elect Bill Rattray
6G: To re-elect Jutta af Rosenborg
6H: To re-elect Keith Skeoch
Resolutions 7A: To elect Sir Douglas Flint
7B: To elect Cathleen Raffaeli
7C: To elect Stephanie Bruce with effect from 1 June 2019
Resolution 8: To provide limited authority to make political donations and to incur political expenditure
Resolution 9: To authorise the Directors to issue further shares
Resolution 10: To disapply share pre-emption rights
Resolution 11: To give authority for the Company to buy back shares
Resolution 12: To authorise the Directors to allot shares in relation to the issuance of Convertible Bonds
Resolution 13: To disapply pre-emption rights in respect of allotments of equity securities in relation to the issuance of Convertible Bonds
Resolution 14: To allow the Company to call general meetings on 14 days’ notice

Issued share capital - Total voting rights

On 13 March 2019 – the latest practical business day before the printing and publication of the Notice of Annual General Meeting – the Company’s issued share capital consisted of 2,481,864,189 ordinary shares, carrying one vote each. No shares were held in treasury. Therefore, the total voting rights in the Company as at 13 March 2019 were 2,481,864,189.

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