REG - Standard Chrtrd PLC - Result of AGM

Standard CharteredAnnouncement

08/05/2025 14:45

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RNS Number : 9406H  Standard Chartered PLC  08 May 2025

RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

Thursday 8 May 2025

 

Standard Chartered PLC (the 'Company') announces the result of voting on the
resolutions at its Annual General Meeting ('AGM') held on Thursday 8 May 2025,
as set out in the Notice of AGM.

 

A poll was held on each of the resolutions and was passed by the required
majority. Resolutions 1 to 21 (inclusive) were passed as ordinary resolutions.
Resolutions 22 to 27 (inclusive) were passed as special resolutions. The
results of the poll were as follows:

 

 Resolution                                                                      Votes For      %       Votes Against  %       Votes Withheld  Total Votes    % of ISC voted
 1. To receive the Company's annual report and accounts for the financial year   1,959,045,814  99.99%  84,703         0.01%   5,720,263       1,959,130,517  82.67%
 ended 31 December 2024 together with the reports of the directors and
 auditors.
 2. To declare a final dividend of US$0.28 per ordinary share for the year       1,964,462,328  99.99%  17,613         0.01%   370,839         1,964,479,941  82.89%
 ended 31 December 2024.
 3. To approve the annual report on directors' remuneration contained in the     1,941,855,272  98.87%  22,208,489     1.13%   787,019         1,964,063,761  82.87%
 Directors' Remuneration Report for the year ended 31 December 2024 as set out
 on pages 143 to 181 (excluding the directors' renumeration policy set out on
 pages 164 to 169) of the

 2024 annual report and accounts.
 4. To approve the directors' remuneration policy contained in the Directors'    1,607,844,267  81.86%  356,270,992    18.14%  735,521         1,964,115,259  82.88%
 Remuneration Report for the year ended 31 December 2024 as set out on pages
 164 to 169 of the annual report and accounts.
 5. To elect Lincoln Leong as an independent non-executive director.             1,962,669,892  99.91%  1,675,442      0.09%   223,787         1,964,345,334  82.89%
 6. To elect Maria Ramos as Group Chair.                                         1,948,129,123  99.17%  16,236,601     0.83%   270,446         1,964,365,724  82.89%
 7. To re-elect Shirish Apte as an independent non-executive director.           1,948,345,622  99.20%  15,668,685     0.80%   213,598         1,964,014,307  82.87%
 8. To re-elect Diego De Giorgi as an executive director.                        1,960,577,884  99.82%  3,442,832      0.18%   210,409         1,964,020,716  82.87%
 9. To re-elect Jackie Hunt as an independent non-executive director.            1,961,385,301  99.87%  2,531,779      0.13%   247,418         1,963,917,080  82.87%

 10. To re-elect Diane Jurgens as an independent non-executive director.         1,962,321,469  99.90%  1,987,388      0.10%   244,249         1,964,308,857  82.88%
 11.  To re-elect Robin Lawther, CBE as an independent non-executive director.   1,961,548,116  99.86%  2,810,287      0.14%   211,506         1,964,358,403  82.89%
 12.  To re-elect Phil Rivett as an independent non-executive                    1,959,980,331  99.78%  4,343,257      0.22%   249,312         1,964,323,588  82.88%

 director.
 13.  To re-elect David Tang as an independent non-executive director.           1,961,338,159  99.85%  2,981,959      0.15%   254,520         1,964,320,118  82.88%
 14.  To re-elect Bill Winters as an                                             1,949,593,174  99.76%  4,778,118      0.24%   10,254,336      1,954,371,292  82.46%

 executive director.
 15.  To re-elect Dr Linda Yueh, CBE as an independent non-executive director.   1,929,694,125  98.24%  34,614,478     1.76%   235,573         1,964,308,603  82.88%
 16.  To re-appoint Ernst & Young LLP (EY) as auditor to the Company from        1,963,790,963  99.97%  609,896        0.03%   449,921         1,964,400,859  82.89%
 the end of the

 AGM until the end of next year's AGM.
 17.  To authorise the Audit Committee, acting for and on behalf of the Board,   1,962,926,490  99.92%  1,527,982      0.08%   396,209         1,964,454,472  82.89%
 to set the

 remuneration of the auditor.
 18.  To authorise the Company and its subsidiaries to make political            1,950,793,358  99.30%  13,727,993     0.70%   326,335         1,964,521,351  82.89%
 donations and incur political expenditure within the limits

 prescribed in the resolution.
 19.  To authorise the Board to allot                                            1,914,133,655  97.53%  48,418,644     2.47%   2,298,481       1,962,552,299  82.81%

 ordinary shares.
 20.  To extend the authority to allot ordinary shares granted pursuant to       1,925,579,894  98.16%  36,118,275     1.84%   3,152,611       1,961,698,169  82.77%
 resolution 19 by such number of shares repurchased by the Company under the
 authority granted pursuant to resolution 25.
 21.  To authorise the Board to allot shares in relation to any issues by the    1,948,556,573  99.20%  15,803,991     0.80%   490,216         1,964,360,564  82.89%
 Company of Equity Convertible Additional Tier 1 Securities.
 22.  To authorise the Board to disapply pre-emption rights in relation to the   1,948,363,872  99.33%  13,057,873     0.67%   3,429,035       1,961,421,745  82.76%
 authority granted pursuant to resolution 19.

 23.  In addition to the authority granted pursuant to resolution 22, to         1,946,264,559  99.22%  15,314,113     0.78%   3,272,108       1,961,578,672  82.77%
 authorise the Board to disapply pre-emption rights in relation to the
 authority granted pursuant to resolution 19 for the purposes of acquisitions
 and other capital investments.
 24.  In addition to the authorities granted pursuant to resolutions 22 and      1,944,058,109  98.97%  20,225,983     1.03%   566,688         1,964,284,092  82.88%
 23, to authorise the Board to disapply pre-emption rights in relation to the
 authority granted, in respect of Equity Convertible Additional Tier 1
 Securities, pursuant to resolution 21.
 25.  To authorise the Company to make market purchases of its own ordinary      1,959,598,133  99.80%  3,898,622      0.20%   1,354,025       1,963,496,755  82.85%
 shares.
 26.  To authorise the Company to make market purchases of its own preference    1,958,179,211  99.73%  5,317,461      0.27%   1,354,108       1,963,496,672  82.85%
 shares.
 27.  To enable the Company to call a general meeting other than an Annual       1,904,839,539  96.97%  59,604,677     3.03%   406,564         1,964,444,216  82.89%
 General Meeting on not less than 14 clear days' notice.

 

The full text of the resolutions, along with the explanatory notes, is
contained in the Notice of AGM, which is available on the Company's website at
www.sc.com/agm (http://www.sc.com/agm) .

 

As at 10pm UK time on 6 May 2025 or, in respect of the Company's branch
register of members in Hong Kong, 5am Hong Kong time on 7 May 2025, the number
of issued ordinary shares of the Company (excluding any shares that had been
bought back by the Company and were pending cancellation) was 2,362,544,157
(none of which was in treasury) which was the total number of shares entitling
the holders to attend and vote for or against all resolutions.   In
accordance with the Company's Articles of Association, on a poll every member
had one vote for every share held. Votes withheld are not votes in law and
have not been counted in the calculation of the proportion of votes 'for' or
'against' a resolution. Proxy appointments which gave discretion to the Group
Chair have been included in the 'for' total for resolutions 1 to 27. There was
no share entitling the holder to attend and abstain from voting in favour of
any of the resolutions as set out in Rule 13.40 of the Hong Kong Listing
Rules.

 

There were no restrictions on any shareholders casting votes on any of the
resolutions proposed at the AGM, save for AGM resolution 19. As stated in the
Notice of AGM, the executive directors, the Group Chair and their respective
associates were required to abstain, and have abstained, from resolution 19
which affected a total of 3,293,008 voting rights. The scrutineer of the poll
on all resolutions was Computershare Investor Services PLC, the Company's
Share Registrar. All Directors attended the AGM.

 

Copies of resolutions put to shareholders at the AGM today will be submitted
to the Financial Conduct Authority, and will shortly be available for
inspection at the Financial Conduct Authority's National Storage Mechanism,
which can be accessed at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

For further information, please contact:

 

Shaun Gamble

Executive Director, Group Media Relations

1 Basinghall Avenue

London

EC2V 5DD
+44 (0) 7766 443 662

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