Weir Group PLC Result of AGM 2019 (6389X)

TIDMWEIR

RNS Number : 6389X

Weir Group PLC

30 April 2019

THE WEIR GROUP PLC

30 April 2019

AGM Voting Results 2019

The Annual General Meeting of The Weir Group PLC was held on Tuesday 30 April 2019 at 2.30 pm.

All resolutions were passed on a poll. Resolutions 19 to 22 were passed as special resolutions.

The table below sets out the proxy voting results.

 
                                                                                                    % of 
                                         VOTES                  VOTES                 VOTES          ISC     VOTES 
                                          FOR          %         AGAINST     %         TOTAL         VOTED   WITHHELD* 
               To receive and 
                adopt the report 
 Resolution     and financial 
  1             statements.              212,560,343   99.98%       33,619    0.02%   212,593,962   81.89%   2,698,070 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
 Resolution    To declare a 
  2             final dividend.          215,180,419     100%        1,482       0%   215,181,901   82.89%     110,131 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To approve the 
                Directors' 
                Remuneration 
                Report (excluding 
                the Directors' 
 Resolution     Remuneration 
  3             Policy).                 198,708,685   93.09%   14,750,923    6.91%   213,459,608   82.23%   1,833,024 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To approve the 
                amendments to 
                the Company's 
                Share Reward 
                Plan and All-Employee 
 Resolution     Share Ownership 
  4             Plan.                    213,636,608   99.25%    1,606,731    0.75%   215,243,339   82.91%      48,693 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To elect Engelbert 
 Resolution     Haan as a Director 
  5             of the Company.          214,724,091   99.81%      408,415    0.19%   215,132,506   82.87%     159,526 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To elect Cal 
                Collins as a 
 Resolution     Director of the 
  6             Company.                 213,326,599   99.16%    1,803,263    0.84%   215,129,862   82.87%     162,170 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Clare 
                Chapman as a 
 Resolution     Director of the 
  7             Company.                 205,571,610   95.55%    9,567,380    4.45%   215,138,990   82.87%     153,042 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Barbara 
                Jeremiah as a 
 Resolution     Director of the 
  8             Company.                 212,427,119   98.74%    2,707,782    1.26%   215,134,901   82.87%     157,131 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Stephen 
 Resolution     Young as a Director 
  9             of the Company.          210,170,543   97.69%    4,971,007    2.31%   215,141,550   82.87%     150,482 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Charles 
 Resolution     Berry as a Director 
  10            of the Company.          211,696,771   98.40%    3,438,990    1.60%   215,135,761   82.87%     152,271 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Jon 
                Stanton as a 
 Resolution     Director of the 
  11            Company.                 213,601,682   99.29%    1,537,678    0.71%   215,139,360   82.87%     149,672 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect John 
                Heasley as a 
 Resolution     Director of the 
  12            Company.                 211,978,705   98.53%    3,156,123    1.47%   215,134,828   82.87%     154,204 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Mary 
                Jo Jacobi as 
 Resolution     a Director of 
  13            the Company.             213,118,813   99.06%    2,011,923    0.94%   215,130,736   82.87%     158,296 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Sir 
                Jim McDonald 
 Resolution     as a Director 
  14            of the Company.          212,982,575      99%    2,152,103       1%   215,134,678   82.87%     154,354 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-elect Rick 
 Resolution     Menell as a Director 
  15            of the Company.          156,112,165   75.19%   51,509,215   24.81%   207,621,380   79.98%   7,667,652 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To re-appoint 
                PricewaterhouseCoopers 
 Resolution     LLP as Auditors 
  16            of the Company.          215,123,753   99.98%       41,279    0.02%   215,165,032   82.88%     127,000 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               That the Company's 
                Audit Committee 
                be authorised 
                to determine 
 Resolution     the remuneration 
  17            of the Auditors.         215,147,974   99.99%       29,306    0.01%   215,177,280   82.89%     114,752 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To renew the 
                Directors' general 
 Resolution     power to allot 
  18            shares.                  201,400,404   93.56%   13,856,963    6.44%   215,257,367   82.92%      34,665 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To partially 
                disapply the 
 Resolution     statutory pre-emption 
  19            provisions.              214,710,088   99.75%      545,868    0.25%   215,255,956   82.92%      35,176 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To partially 
                disapply the 
                statutory pre-emption 
                provisions in 
                connection with 
                an acquisition 
 Resolution     or specified 
  20            capital investment.      202,177,019   93.92%   13,081,997    6.08%   215,259,016   82.92%      33,016 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To renew the 
                Company's authority 
 Resolution     to purchase its 
  21            own shares.              213,792,498   99.48%    1,127,623    0.52%   214,920,121   82.79%     371,018 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
               To reduce the 
 Resolution     notice period 
  22            for general meetings.    204,779,358   95.53%    9,590,320    4.47%   214,369,678   82.58%     922,354 
              ------------------------  ------------  -------  -----------  -------  ------------  -------  ---------- 
 

* A vote withheld is not a vote in law and is not counted in the calculation of proportion of votes For and Against a resolution.

With regard to the re-election of Rick Menell, we are pleased that he received votes in favour of over 75%, but note that support for his re-election was not as strong as that shown for other Directors. The context to Rick's extension is set in our Annual Report and this highlights the benefits of his continued service at a time of recent change in both Board composition and portfolio transformation.

As required by the Corporate Governance Code, the Board thought very carefully about Rick's independence when assessing whether to propose he serve a further year and specifically considered the matter of Rick's tenure in considering the extension of his appointment as senior independent director. As set out in the Annual Report, the Nomination Committee were satisfied that Rick's tenure had not compromised his independence in any way and he is and remains independent in character and judgement notwithstanding the fact that he has served on the Board for more than nine years. As such, having made that determination of independence, this would naturally flow through to Committees on which Rick sits.

We maintain a programme of active engagement with our shareholders and will continue to take their views into account. Following election of directors at the AGM, committee composition and succession planning for the role of SID was already on the agenda to be discussed at the June Nomination Committee meeting.

   a)   Any votes that give discretion to the Chairman have been included in the "For" total. 

b) At close of business on 29 April 2019 there were 259,602,052 Ordinary Shares in issue (excluding treasury shares).

A copy of the resolutions passed concerning special business has been submitted and will shortly be available for inspection at the National Storage Mechanism which is located at https://www.morningstar.co.uk/uk/NSM.

For further information, please contact:

Graham Vanhegan

Company Secretary

Telephone: [phone]

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

END

RAGCKKDDABKDDQN

(END) Dow Jones Newswires

April 30, 2019 12:21 ET (16:21 GMT)