REG - abrdn PLC - 2023 AGM Voting Results Update

AberdeenAnnouncement

03/11/2023 09:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231103:nRSC2458Sa&default-theme=true

RNS Number : 2458S  abrdn PLC  03 November 2023

abrdn plc ('the Company')

2023 Annual General Meeting Voting Results - Update Statement

 

At the 2023 AGM, while all resolutions were passed, five resolutions received
less than 80% of votes cast in favour of the resolution.

 

The results of the vote were primarily driven by a small number of
shareholders, with the significant majority of shareholders who voted, voting
in favour of the resolutions.

 

Following the AGM, the Chair, Sir Douglas Flint, and the Senior Independent
Director (SID), Jonathan Asquith, have met with shareholders representing more
than 80% of the shares voted against the resolutions, to ensure we understand
their views. A summary of the resolutions and key areas of shareholder concern
are detailed in the table below.

 

 

 Resolution                                                                  %age   Key areas of concern
 Resolution 7D:                                                              75.89  Concerns with the number of external mandates held.

 To re-elect Catherine Bradley CBE as a Director

 Resolution 9:                                                               76.67  Concerns regarding shareholder dilution.

 To authorise the Directors to issue further shares

 Resolution 10 (Special):                                                    78.21  Concerns regarding shareholder dilution.

 To disapply share pre-emption rights

 Resolution 11 (Special):                                                    75.41  Concerns regarding share repurchases, resulting in shareholding breaching

                                                                                  certain thresholds.
 To give authority for the Company to buy back up to 14.99% of its issued

 ordinary shares

 Resolution 12:                                                              78.05  Concerns regarding shareholder

 To authorise the Directors to allot shares in relation to the issuance of          dilution.
 Convertible Bonds

 

Resolution 7D relates to the re-election of Catherine Bradley as a Director.
One major shareholder applies more stringent requirements than the prevailing
proxy advisor guidelines in relation to the number of external mandates held.
The number of external mandates held by each Director are within the
requirements of the proxy advisor guidelines and in line with market practice.

 

The Nomination and Governance Committee keeps under review all existing or
planned external commitments of Directors to assess their ability to meet the
necessary time commitment and whether there are any conflicts of interest to
address. The Company is satisfied that Catherine Bradley is able to provide
the required commitment to abrdn and to continue to make a valuable
contribution to the Company.

 

We note that the authorities sought by the Company under resolutions 9, 10,11
and 12 are in line with, or lower than, the maximum recommended levels
contained within the relevant share capital management guidelines and
prevailing voting guidelines of leading corporate governance agencies. The
majority of our shareholders are supportive of the authorities sought, which
follow standard market practice in the UK.

 

The Company only retains these authorities to provide flexibility in the
capital management of the Company and would only exercise these authorities if
it were considered in the best interests of shareholders.

 

The Company intends to continue constructive dialogue with its major
shareholders to understand any concerns they may have, and the Chair and SID
would welcome any relevant feedback from any other shareholders in relation to
these matters, or any others.

 

3 November 2023

 

 

Enquiries:

 

 Group Secretariat

 Paul McKenna                    +44 (0) 7736 853 801

 Media Relations

 Andrea Ward                     +44 (0) 7876 178 696

 Institutional Equity Investors

 Sarah Moody                     +44 (0) 7721 679 892

 Corbin Chaplin                  +44 (0) 7774 332 428

 

LEI: 0TMBS544NMO7GLCE7H90

Classification: 3.1. Additional regulated information required to be disclosed
under the laws of the United Kingdom

 

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  MSCEAKFAEDDDFFA