8th May 2012 13:14
William Hill PLC
AGM statement
8 May 2012
William Hill PLC (LSE: WMH) announces the results of the Annual General Meeting (AGM) held today, Tuesday, 8 May, at 11.00 am at the Cavendish Conference Centre, 22 Duchess Mews, London W1G 9DT. All resolutions as set out in the Notice of Meeting dated 13 March 2012 were duly passed on a show of hands. The final proxy voting position by resolution is shown below. Any proxy votes which are at the discretion of the Chairman have been included in the "In Favour" total.
Resolution | In Favour | Against | Withheld | Percentage in favour | |
1 | Annual Report | 529,429,763 | 3,251,583 | 5,925,235 | 99.39% |
2 | Remuneration Report | 261,059,706 | 259,951,884 | 17,593,989 | 50.11% |
3 | Final Dividend | 532,682,740 | 6,865 | 5,916,976 | 100.00% |
4 | Appoint Georgina Harvey | 529,339,880 | 3,272,668 | 5,974,039 | 99.39% |
5 | Appoint Imelda Walsh | 529,337,674 | 3,305,072 | 5,965,611 | 99.38% |
6 | Re-appoint Gareth Davis | 507,970,553 | 24,639,047 | 5,997,869 | 95.37% |
7 | Re-appoint Ralph Topping | 531,378,097 | 1,259,531 | 5,969,841 | 99.76% |
8 | Re-appoint Neil Cooper | 531,423,948 | 1,211,116 | 5,972,405 | 99.77% |
9 | Re-appoint David Edmonds | 500,057,143 | 32,516,338 | 6,034,876 | 93.89% |
10 | Re-appoint Ashley Highfield | 502,821,983 | 29,759,459 | 6,022,027 | 94.41% |
11 | Re-appoint David Lowden | 525,851,980 | 6,744,877 | 6,011,500 | 98.73% |
12 | Re-appoint Auditors | 507,534,659 | 25,073,144 | 5,997,889 | 95.29% |
13 | Auditors' Remuneration | 515,319.696 | 17,330,164 | 5,957,609 | 96.75% |
14 | Political Donations & Expenditure | 526,050,349 | 7,713,101 | 4,837,550 | 98.55% |
15 | Allot Shares | 464,599,449 | 67,896,892 | 6,110,328 | 87.25% |
16 | 2012 Savings Related Share Option Plan (the "2012 Plan") | 529,461,133 | 3,129,234 | 6,016,214 | 99.41% |
17 | Establish schedules to the 2012 Plan | 530,521,480 | 2,037,229 | 6,048,760 | 99.62% |
18 | Allot Equity Securities for Cash | 531,689,481 | 5,558,083 | 1,357,017 | 98.97% |
19 | Market Purchases of Ordinary Shares | 530,145,212 | 1,248,176 | 7,214,969 | 99.77% |
20 | General Meeting | 505,340,923 | 27,339,223 | 5,927,323 | 94.87% |
Gareth Davis, Chairman, and David Edmonds, Chair of the Remuneration Committee and Senior Independent Non-executive Director, have engaged extensively with shareholders, holding a series of meetings in June last year and again over the last few weeks.
Gareth Davis commented:
"Ralph Topping has been instrumental in revitalising the fortunes of William Hill since taking the Chief Executive job in difficult circumstances four years ago. Since then, he has built on the William Hill heritage to create the leading online gambling business in the UK and to drive strong cash flow from the Retail estate. In the last year, William Hill has performed strongly against its financial and non-financial targets. In 2011, the share price rose by 18% and we increased our dividend by 16%, delivering a total shareholder return ahead of our peer group. The Group has recently announced 12% revenue growth and 19% operating profit growth in the first quarter of 2012 and the share price has increased by a further 33%.
"The Board believes this exceptional delivery should be reflected in Ralph Topping's remuneration and has effected the catch-up in his salary over the last couple of years. As the Board manages the succession highlighted to shareholders last year, we also believe it is in shareholders' interests to ensure that Ralph remains with William Hill at a critical time in the Group's evolution and last year put in place a one-off retention package that secures Ralph at least through the end of 2013. This has given the Group the stability and time needed to put in place effective succession planning at a senior level."Whilst we recognise that some shareholders are not supportive of this one-off agreement, we believe that there is widespread appreciation of the very significant contribution of Ralph Topping to the success of William Hill. This is evident from the high level of votes in favour of re-electing all the directors, including Ralph who received 99.8% support.
"We consulted with the majority of our major shareholders and most recognised the importance of what was being put in place for William Hill's future. Whilst many of our largest shareholders supported the Remuneration Report resolution, one of the most influential vote advisory bodies recommended a vote against. It appears that a large number of shareholders across our share register voted in line with this recommendation.
"We understand shareholder concerns but in this exceptional case believe it was the right thing for the Group, the shareholders and the longer term future of the business that we retain Ralph Topping's services at this important time."
The Company has submitted two copies of the resolutions passed at the meeting (other than resolutions concerning ordinary business) to the UK Listing Authority and these documents will be available shortly for inspection at the UK Listing Authority's Document Viewing Facility which is situated at:
Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
Tel. No. 020 7676 1000
The proxy figures for the resolutions will also be displayed on the corporate website www.williamhillplc.com.
-ends-
Enquiries:
William Hill PLC
Lyndsay Wright, Director of IR
Tel: +44 (0) 20 8918 3614
Brunswick Group
Simon Sporborg
Tel: +44 (0) 20 7404 5959
Related Shares:
WMH.L