REG - Smith & Nephew Plc - Result of AGM

Smith & NephewAnnouncement

01/05/2024 17:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240501:nRSA8900Ma&default-theme=true

RNS Number : 8900M  Smith & Nephew Plc  01 May 2024

1 May 2024

Smith & Nephew plc (the "Company")

The Company announces the results of the voting by poll on the resolutions put
to its Annual General Meeting ("AGM") held at 12:00 noon on Wednesday 1 May
2024.

 

                                                                                                                                                                                    Percentage  of relevant shares

 Resolution                                                                     For/Discretion   Percentage For/Discretion   Against        Percentage   Total votes validly cast   in issue                         Withheld

                                                                                (Number of       (%)                         (Number of     Against                                 (%)                              (Number of votes)

                                                                                votes)                                       votes)         (%)
 Ordinary resolutions

 1. To receive the audited accounts                                              666,625,242     99.98%                       144,349       0.02%         666,769,591               76.26%                           12,138,587
 2. To approve the Directors' Remuneration Policy                                384,484,538     56.78%                       292,680,303   43.22%        677,164,841               77.45%                           1,744,476
 3. To approve the Directors' Remuneration Report (excluding Policy)             661,110,005     97.43%                       17,440,468    2.57%         678,550,473               77.61%                           357,619
 4. To declare a final dividend                                                  676,303,648     99.65%                       2,405,971     0.35%         678,709,619               77.62%                           200,633
 5. To elect Jeremy Maiden                                                       675,832,114     99.60%                       2,740,427     0.40%         678,572,541               77.61%                           310,877
 6. To elect Simon Lowth                                                         675,369,191     99.53%                       3,203,102     0.47%         678,572,293               77.61%                           310,125
 7. To elect John Rogers                                                         671,269,929     98.92%                       7,304,079     1.08%         678,574,008               77.61%                           309,410
 8. To re-elect Rupert Soames OBE                                                554,364,485     84.18%                       104,171,145   15.82%        658,535,630               75.32%                           20,343,789
 9. To re-elect Jo Hallas                                                        678,155,377     99.94%                       426,737       0.06%         678,582,114               77.61%                           297,148
 10. To re-elect John Ma                                                         676,552,950     99.70%                       2,037,332     0.30%         678,590,282               77.61%                           287,504
 11. To re-elect Katarzyna Mazur- Hofsaess                                       678,248,007     99.95%                       320,330       0.05%         678,568,337               77.61%                           311,091
 12. To re-elect Deepak Nath                                                     676,333,799     99.67%                       2,243,042     0.33%         678,576,841               77.61%                           300,914
 13. To re-elect Marc Owen                                                       596,737,110     88.46%                       77,844,661    11.54%        674,581,771               77.15%                           4,297,071
 14. To re-elect Angie Risley                                                    628,078,914     92.56%                       50,489,098    7.44%         678,568,012               77.61%                           310,730
 15. To re-elect Bob White                                                       654,119,443     96.40%                       24,461,419    3.60%         678,580,862               77.61%                           298,300
 16. To appoint Deloitte LLP as the Auditor                                      678,434,139     99.96%                       244,566       0.04%         678,678,705               77.62%                           228,138

 17.  To authorise the Directors to determine the                                678,515,044     99.97%                       169,912       0.03%         678,684,956               77.62%                            222,651

 remuneration of the Auditor

 18. To renew the authorisation of the Directors to allot shares                 627,146,286     92.41%                       51,496,290    7.59%         678,642,576               77.62%                            267,097

 19. To approve the Restricted Share Plan                                        378,880,121     55.95%                       298,297,145   44.05%        677,177,266               77.45%                            1,728,668

 Special resolutions

 20. To renew the Directors' authority for the disapplication of the             630,882,710     92.97%                       47,689,487    7.03%         678,572,197               77.61%                            333,528
 pre-emption rights

 21. To renew the Directors' authority for the disapplication of the             599,062,957     88.28%                       79,528,501    11.72%        678,591,458               77.61%                            314,394
 pre-emption rights for the purposes of acquisitions or other capital
 investments

 22. To renew the Directors' limited authority to make market purchases of the   673,313,137     99.26%                       5,052,775     0.74%         678,365,912               77.59%                            540,813
 Company's own shares

 23. To authorise general meetings to be held on 14 clear days' notice           626,548,055     92.34%                       51,964,188    7.66%         678,512,243               77.60%                            390,488

 

The Board is grateful for the engagement of shareholders and proxy agencies in
our extensive consultation exercise ahead of the AGM and is pleased that all
resolutions were passed at today's Annual General Meeting. The Board notes
that, although they were approved, Resolution 2 on the Directors' Remuneration
Policy and Resolution 19 on the Restricted Stock Plan received less than 80%
support and accordingly we will continue to engage with shareholders and proxy
advisers, and provide an update on further consultations within six months of
today's AGM in accordance with the UK Corporate Governance Code.

The number of ordinary shares in issue on 29 April 2024 at 6pm (excluding
shares held in Treasury) was 874,346,654. Shareholders are entitled to one
vote per share.  A vote withheld is not a vote in law and is not counted in
the calculation of the proportion of votes validly cast.

 

In accordance with Listing Rule 9.6.2, a copy of the resolutions, passed as
Special Business, will be submitted to the UK Listing Authority and will
shortly be available for inspection at the National Storage Mechanism document
viewing facility at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

Helen Barraclough

Company Secretary

Smith & Nephew plc

Tel: +44 (0)1923 477100

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
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  RAGUASVRSSUVRAR