REG - SSE Plc - Result of AGM

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RNS Number : 5486R  SSE PLC  17 July 2025

SSE PLC

 

RESULT OF ANNUAL GENERAL MEETING 2025 AND BOARD COMMITTEE CHANGES

 

The Annual General Meeting (AGM) of SSE plc was held at the Perth Concert
Hall, Mill Street, Perth PH1 5HZ and virtually via a secure online platform on
Thursday, 17 July 2025 at 12.30pm. All 24 Resolutions, as set out in the
Notice of Annual General Meeting, were passed by shareholders on a poll. The
following table shows the votes cast on each resolution.

                                                                                VOTES       FOR        %       VOTES AGAINST  %      VOTES   TOTAL    % of AVAILABLE VOTING RIGHTS*  VOTES WITHHELD
 1. Receive the Annual Report and Accounts 2025.                                795,681,372            99.91   685,314        0.09   796,366,686      71.97                          551,105
 2. Approve the Remuneration Report 2025.                                       783,752,086            98.40   12,772,819     1.60   796,524,905      71.98                          391,485
 3. Approve the Remuneration Policy 2025.                                       774,350,767            97.22   22,166,618     2.78   796,517,385      71.98                          398,210
 4. Conditional on approval of the Remuneration Policy under Resolution 3, to   787,708,747            98.90   8,740,548      1.10   796,449,295      71.98                          467,416
 amend the PSP Rules.
 5. Declare a final dividend.                                                   796,616,122            100.00  31,959         0.00   796,648,081      72.00                          268,551
 6. Re-elect Lady Elish Angiolini.                                              784,069,526            98.43   12,521,585     1.57   796,591,111      71.99                          325,895
 7. Re-elect John Bason.                                                        784,329,604            98.46   12,232,125     1.54   796,561,729      71.99                          355,277
 8. Re-elect Tony Cocker.                                                       784,179,318            98.45   12,384,403     1.55   796,563,721      71.99                          353,285
 9. Re-elect Debbie Crosbie.                                                    782,742,064            98.26   13,824,446     1.74   796,566,510      71.99                          350,200
 10. Re-elect Sir John Manzoni.                                                 751,710,135            95.10   38,759,321     4.90   790,469,456      71.44                          6,428,497
 11. Elect Hixonia Nyasulu.                                                     795,400,709            99.86   1,124,268      0.14   796,524,977      71.98                          392,028
 12. Re-elect Barry O'Regan.                                                    793,918,752            99.67   2,651,287      0.33   796,570,039      71.99                          346,475
 13. Re-elect Martin Pibworth.                                                  795,591,815            99.88   992,609        0.12   796,584,424      71.99                          332,582
 14. Re-elect Melanie Smith.                                                    779,267,270            97.83   17,305,627     2.17   796,572,897      71.99                          344,108
 15. Re-elect Dame Angela Strank.                                               783,058,891            98.29   13,601,483     1.71   796,660,374      72.00                          256,631
 16. Re-elect Maarten Wetselaar.                                                784,347,965            98.47   12,196,905     1.53   796,544,870      71.99                          372,135
 17. Re-appoint Ernst & Young LLP as Auditor.                                   792,649,774            99.97   234,591        0.03   792,884,365      71.66                          4,031,828
 18. Authorise the Audit Committee to agree the Auditor's remuneration.         796,408,313            99.98   183,137        0.02   796,591,450      71.99                          325,740
 19. Receive the Net Zero Transition Report 2025 and reset frequency of voting  704,270,820            97.85   15,485,673     2.15   719,756,493      65.05                          77,160,844
 20. Authorise the Directors to allot shares.                                   773,622,467            97.12   22,954,149     2.88   796,576,616      71.99                          340,988
 21. Special resolution to disapply pre-emption rights: general.                738,172,236            92.68   58,294,640     7.32   796,466,876      71.98                          450,128
 22. Special resolution to disapply pre-emption rights: specific.               701,010,956            88.02   95,455,566     11.98  796,466,522      71.98                          448,817
 23. Special resolution to empower the Company to purchase its own Ordinary     794,151,104            99.76   1,940,098      0.24   796,091,202      71.94                          825,801
 Shares.
 24. Special resolution to approve 14 days' notice of general meetings.         759,717,040            95.37   36,863,696     4.63   796,580,736      71.99                          336,166

 

Board changes and Chief Executive exit remuneration arrangements

As announced on 1 November 2024 and 28 March 2025 respectively, we confirm
that Helen Mahy and Alistair Phillips-Davies did not seek re-election and
retired from the Board at the conclusion of the AGM. Hixonia Nyasulu and
Martin Pibworth have assumed the respective roles of Senior Independent
Director and Chief Executive.

As required by section 430(2B) of the Companies Act 2006, details of the
remuneration payments and related exit terms made to or to be made to Mr.
Phillips-Davies in accordance with his employment contract have been published
on our website, sse.com.

Board Committee changes

Following the above changes to the Board and a review of Committee membership,
the Board, on the Nomination Committee's recommendation, approved the
following changes to its Committees, effective after the AGM.

·      Hixonia Nyasulu, as previously announced, became a member of the
Audit Committee and Safety, Sustainability, Health, and Environment Advisory
Committee (SSHEAC).

·      Dame Angela Strank, as previously announced in the Annual Report
2025, became Chair of the SSHEAC.

·      Martin Pibworth stepped down from the SSHEAC and Energy Markets
Risk Committee.

·      Tony Cocker stepped down from the SSHEAC.

 

Notes

1.   A vote 'Withheld' is not a vote in law and is not counted in the
calculation of the proportion of votes 'For' and 'Against' a resolution.

2.   There are 1,111,159,424 ordinary shares of 50 pence each in issue as
at 17 July 2025. This figure includes 4,629,915ordinary shares which are held
in treasury. Every shareholder has one vote for every ordinary share held. The
voting rights on treasury shares are automatically suspended. The total number
of voting rights in the Company was 1,106,529,509 as at 17 July 2025.

3.   In accordance with UK Listing Rule 6.4.2, copies of the resolutions
passed at the AGM, other than resolutions concerning ordinary business, have
been submitted to the National Storage Mechanism and will shortly be available
for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

 Enquiries
 Investors  SSE Investor Relations  ir@sse.com (mailto:ir@sse.com)        Michael Livingston  +44 (0)345 0760 530

 Media      SSE Media               media@sse.com (mailto:media@sse.com)  Glenn Barber        +44 (0)345 0760 530

            MHP Group                                                     Oliver Hughes       +44 (0)7885 224 532
                                                                          James McFarlane     +44 (0)7854142 665

 

 

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