REG - Tullow Oil PLC Tullow Oil PLC - FP Tullow Oil PLC - NP - Result of AGM

Tullow OilAnnouncement

16/06/2021 17:50

RNS Number : 1607C
  
Tullow Oil PLC
  
16 June 2021
  
 

Wednesday 16 June 2021
 
Tullow Oil plc ("Tullow" or the "Company")
RESULTS OF THE ANNUAL GENERAL MEETING
HELD ON WEDNESDAY 16 JUNE 2021
Tullow announces that at its Annual General Meeting held earlier today, all resolutions set out in the Notice of Annual General Meeting put to the Annual General Meeting were passed by the requisite majority. Each of the resolutions put to the Annual General Meeting was voted on by way of a poll and the results are set out below:
 




 


VOTES FOR


%


VOTES
AGAINST


%


VOTES
TOTAL


% OF ISC VOTES


VOTES WITHELD




1. To receive and adopt the Company's annual accounts
for the financial year ended 31 December 2019


 858,877,588 


99.99%


 52,836 


0.01%


 858,930,424 


60.15%


 609,121 




2. To approve the Annual Statement by the Chair of
the Remuneration Committee and the Remuneration Report
 


 700,791,473 


81.55%


 158,497,388 


18.45%


 859,288,861 


60.17%


 250,684 




3. To re-elect Mike Daly as a Director.


 858,945,739 


99.95%


 466,506 


0.05%


 859,412,245 


60.18%


 127,300 




4. To re-elect Martin Greenslade as a Director.


 850,676,717 


98.99%


 8,714,385 


1.01%


 859,391,102 


60.18%


 148,443 




5. To re-elect Sheila Khama as a Director.


 840,074,944 


97.77%


 19,174,563 


2.23%


 859,249,507 


60.17%


 289,157 




6. To re- elect Genevieve Sangudi as a Director.


 840,060,574 


97.77%


 19,190,684 


2.23%


 859,251,258 


60.17%


 288,287 




7. To re-elect Dorothy Thompson as a Director.


 640,318,611 


74.70%


 216,813,827 


25.30%


 857,132,438 


60.02%


 2,407,107 




8. To re-elect Jeremy Wilson as a Director.


 783,760,426 


91.84%


 69,624,545 


8.16%


 853,384,971 


59.76%


 6,154,574 




9. To re-elect Les Wood as a Director.


 840,140,373 


97.76%


 19,261,386 


2.24%


 859,401,759 


60.18%


 137,786 




10.   To elect Rahul Dhir as a Director. 


 859,285,596 


99.99%


 92,868 


0.01%


 859,378,464 


60.18%


 161,081 




11.   To elect Mitchell Ingram as a Director.


 859,243,583 


99.98%


 136,430 


0.02%


 859,380,013 


60.18%


 159,532 




12. To appoint Ernst & Young LLP as auditor of the Company


 859,033,340 


99.96%


 348,649 


0.04%


 859,381,989 


60.18%


 157,556 




13. To authorise the Audit Committee to determine the
remuneration of Ernst & Young LLP.


 858,876,663 


99.94%


 477,888 


0.06%


 859,354,551 


60.18%


 184,994 




14. That the Board of Directors of the Company
be authorised to allot shares in the Company and to grant
rights to subscribe for or to convert any securities into
shares in the Company.
 


 815,438,916 


94.88%


 44,011,792 


5.12%


 859,450,708 


60.18%


 88,837 




15. To approve the Tullow Oil plc 2021 Save As You Earn employee share scheme.


 859,284,958 


99.98%


 146,338 


0.02%


 859,431,296 


60.18%


 107,957 




*16. That, if Resolution 14 is passed, the Board of Directors of the Company be empowered to allot equity securities for cash and/or to sell ordinary shares held by the Company as treasury shares for cash.
 


 696,356,008 


81.03%


 162,977,866 


18.97%


 859,333,874 


60.18%


 205,671 




*17. That the Company be authorised to hold general meetings on no less than 14 clear days' notice.
 


 812,993,324 


94.60%


 46,443,582 


5.40%


 859,436,906 


60.18%


 102,639 




*18. That the Company be authorised pursuant to section 701 of the Companies Act 2006 ('the Act') to make market purchases of ordinary shares of £0.10 each in the capital of the Company ('Ordinary Shares') on such terms and in such manner as the Board of Directors of the Company may from time to time determine.


 858,666,209 


99.94%


 482,436 


0.06%


 859,148,645 


60.16%


 390,900 




19.  To approve new articles of association to authorise the Company to hold hybrid general meetings.


 859,067,610 


99.96%


 344,377 


0.04%


 859,411,987 


60.18%


 127,558 




 
 
Notes:
(1) * denotes a special resolution.
(2) Proxy appointments which gave discretion to the Chairman of the Annual General Meeting have been included in the "For" total of the appropriate resolution.
(3) A "Vote Withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" any resolution, nor in the calculation of the proportion of "Percentage of ISC voted" for any resolution.
(4) The percentage of votes "For" and "Against" any resolution is expressed as a percentage of votes validly cast for that resolution.
(5) The Board notes that Resolution 7 had a significant number (25.30%) of votes cast against it but, being an Ordinary Resolution, was passed. The Board will continue its ongoing dialogue with Shareholders and consult as appropriate to fully understand any concerns in relation to this resolution. In accordance with the provisions of the 2018 UK Corporate Governance Code, the Board shall provide an update on this engagement within six months of the AGM.
(6) The number of shares in issue at 6.00 p.m. on .14 June 2021 was 1,428,016,222 ordinary shares of 10 pence each (the "Ordinary Shares") and at that time, Tullow did not hold any Ordinary Shares in treasury. The proportion of "Percentage of ISC voted" for any resolution is the total of votes "For" and "Against" in respect of that resolution expressed as a percentage of the ISC as described in this note (6).
(7) In accordance with LR 9.6.2, copies of the relevant ordinary and special resolutions passed at the meeting have been submitted to the FCA's National Storage Mechanism, and will shortly be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The full text of the resolutions passed at the Annual General Meeting can be found in the Notice of Annual General Meeting, which is available for inspection at the National Storage Mechanism and also on the Company's website at http://www.tullowoil.com.
 

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