REG - Marshalls PLC - Statement re 2023 AGM Remuneration Report Vote

MarshallsAnnouncement

07/11/2023 14:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231107:nRSG6817Sa&default-theme=true

RNS Number : 6817S  Marshalls PLC  07 November 2023

7 November 2023

Marshalls plc

("Marshalls" or the "Company")

 

Update statement

 

In accordance with Provision 4 of the UK Corporate Governance Code

 

Annual General Meeting 2023 Remuneration Report vote

 

At Marshall's annual general meeting ("AGM") held on 10 May 2023, 75.02 per
cent of votes were received in favour of Resolution 14, the advisory vote to
approve the directors' remuneration report (excluding the directors'
remuneration policy). The remuneration report is set out on pages 120 to 123
of Marshalls Annual Report and Accounts 2022. The remuneration policy
(Resolution 13) was approved by 88.35 per cent of shareholders.

The UK Corporate Governance Code requires that companies provide an update
to the market within six months of an AGM where more than 20 per cent of
shareholders have voted against a resolution. This statement provides an
update on the actions that have been taken by the Company.

The Remuneration Committee (the "Committee") engaged extensively with the
Company's major shareholders, both before and after the AGM.

The Committee Chair wrote to major shareholders before the AGM, setting out
details of the remuneration policy review (undertaken ahead of the policy
being put forward for approval at the AGM) and the rationale for adjustments
to executive director salaries. The Committee Chair also had meetings with
shareholders who wished to discuss the arrangements, ensuring the Company
fully understood their views and any concerns. The Committee acknowledges that
several shareholders questioned the quantum and timing of executive director
salary increases.

Following the AGM, the Committee Chair engaged again with those major
shareholders who voted against the remuneration report (Resolution 13) to
ensure they had another opportunity to share and discuss their views and
concerns.

Having reflected on the feedback, the Committee continues to believe that it
acted fairly and proportionately with regard to executive director salary
increases, with balanced consideration given to the increased responsibilities
of the relevant executive directors and market positioning. The Committee
understands the sensitivity of executive director salary increases,
particularly given the economic climate at the time and believes its decisions
were robust, based on sound principles and focused on ensuring remuneration is
fair and appropriate.

Regular shareholder engagement is a foundation of Marshalls' approach to
investor relations and the Committee is committed to open dialogue on
remuneration matters, to ensure decision making considers shareholders' views.

 

Enquiries:

 

Shiv Sibal, Company Secretary                     Marshalls
plc               +44 (0)1422 314767

 

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  STRBRBJTMTIMBJJ