William Hill PLC Result of AGM (4082N)

TIDMWMH

RNS Number : 4082N

William Hill PLC

08 May 2018

WILLIAM HILL PLC

Result of 2018 Annual General Meeting (AGM)

8 May 2018

William Hill PLC (LSE:WMH) announces the results of its Annual General Meeting (AGM) held today, Tuesday 8 May 2018 at 11.00 am at the Radisson Blu Edwardian Hotel, 9-13 Bloomsbury Street, London WC1B 3QD.

All resolutions as set out in the Notice of Meeting dated 13 March 2018 were voted on by way of a poll and the results of each resolution are shown below. All resolutions were duly approved by proxy votes received and the final proxy voting position by resolution is shown below.

 
 Resolution                                     For                  Against       % 
                                                             %                             Withheld 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To receive the annual 
     1         report and accounts          585,989,102   99.87      743,686     0.13    4,082,100 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To approve the annual 
     2         report on remuneration       409,251,435   69.29    181,358,622   30.71    207,314 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To declare a final 
     3         dividend                     590,778,759   100.00     22,440      0.00      14,233 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
     4        To elect Roger Devlin         584,883,768   99.01     5,835,284    0.99      96,378 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
     5        To elect Ruth Prior           588,649,843   99.65     2,074,168    0.35      91,421 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-elect Philip 
     6         Bowcock                      590,646,703   99.99      73,582      0.01      95,047 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-elect Mark 
     7         Brooker                      590,046,192   99.89      661,303     0.11     107,937 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-elect Sir Roy 
     8         Gardner                      553,748,998   94.33    33,288,778    5.67    3,777,654 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-elect Georgina 
     9         Harvey                       589,656,623   99.82     1,048,001    0.18     107,808 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-elect David 
     10        Lowden                       585,441,088   99.11     5,267,054    0.89     105,662 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
     11       To re-elect John                               Resolution withdrawn 
               O'Reilly 
-----------  ----------------------------  -------------------------------------------------------- 
              To re-elect Robin 
     12        Terrell                      547,153,831   93.21    39,880,598    6.79    3,781,003 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To re-appoint the 
     13        Auditors                     570,414,561   96.55    20,362,310    3.45      37,559 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              To authorise the 
               Audit and Risk Management 
               Committee to determine 
     14        the auditors' remuneration   589,714,839   99.82     1,058,533    0.18      42,058 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              Authority to make 
               or incur EU political 
               donations and EU 
     15        political expenditure        570,421,462   96.57    20,273,827    3.43     121,166 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              Authority to allot 
               securities up to 
               a nominal amount 
     16        of GBP28,629,136             551,612,273   93.37    39,145,958    6.63      57,201 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              Authority to dis-apply 
               pre-emption rights 
               for allotments up 
               to a nominal amount 
     17        of GBP4,294,413              551,632,529   93.39    39,065,573    6.61     119,330 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              Authority to purchase 
     18        own shares                   582,087,479   98.87     6,677,322    1.13    2,052,629 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
              Notice of General 
     19        Meeting                      563,355,103   95.36    27,430,804    4.64      29,525 
-----------  ----------------------------  ------------  -------  ------------  ------  ----------- 
 

Any proxy votes which are at the discretion of the Chairman have been included in the "For" total. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the votes for and against the resolution. The total issued share capital of the Company as at close of business on 4 May 2018 was 887,295,272, with total voting rights as at the same date of 860,575,579.

Statement regarding voting result

The Board is pleased that the majority of resolutions received overwhelming support from shareholders, but notes that a significant number of both institutional and private shareholders lodged opposition to the advisory vote on the Remuneration Report this year, with the result that the vote against exceeded the key threshold of 20% of votes cast.

The Board understands that this opposition is attributable in large part to concerns regarding the salary increase awarded to Philip Bowcock, CEO, on his acceptance of that position permanently in March 2017. These concerns were raised by two proxy agencies in their reports ahead of the AGM. The Company engaged extensively with both the proxy agencies and directly with its institutional shareholder base to discuss the matter. That process confirmed that whilst the majority of the Company's largest shareholders were supportive, a significant minority agreed with the proxy agency recommendation.

The Board has considered those concerns carefully, and remains of the view that the processes followed and the decision taken in 2017 was appropriate and can be justified in the context of the key events and industry challenges of last year, many of which are ongoing.

The Board remains firmly committed to maintaining an open dialogue with shareholders and advisory bodies on key remuneration decisions in 2018 and beyond. This includes the commitment already made to further engage prior to the grant of awards under the Performance Share Plan for the 2018 financial year.

Board and Committee Changes following AGM

Following recent changes to the Board, which include Imelda Walsh stepping down from the Board immediately following the AGM and John O'Reilly also stepping down with effect from 30 April, the Nomination Committee has reviewed the composition of each of the Board's committees. That review determined that Mark Brooker should be appointed to replace John O'Reilly as a member of the Audit & Risk Management Committee, but otherwise no further changes were necessary at the current time.

Availability of documents

A copy of the resolutions passed at the meeting, other than ordinary business, is being uploaded today to the National Storage Mechanism and will shortly be available for viewing at www.morningstar.co.uk/uk/NSM.

The proxy figures for the resolutions will also be displayed on the corporate website www.williamhillplc.com.

OAM: Additional Regulated Information

William Hill LEI: 213800MDW41W5UZQIX82

Enquiries:

William Hill PLC

Luke Thomas, Company Secretary

Tel: [phone]

Brunswick

Andrew Porter / Oliver Hughes

Tel: [phone]

 
 About William Hill 
=================== 
 

William Hill, The Home of Betting, is one of the world's leading betting and gaming companies, employing around 16,000 people. Founded in 1934, it is the one of the UK's largest bookmakers with around 2,340 licensed betting offices that provide betting opportunities on a wide range of sporting and non-sporting events, and gaming on machines, providing customers with the opportunity to access William Hill's products online, through their smartphone or tablet. William Hill US was established in June 2012 and provides land-based and mobile sports betting services in Nevada, and is the exclusive risk manager for the State of Delaware's sports lottery. William Hill PLC is listed on the London Stock Exchange and is a member of both the FTSE 250 and FTSE4Good Indices.

This information is provided by RNS

The company news service from the London Stock Exchange

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May 08, 2018 11:00 ET (15:00 GMT)