4th Nov 2015 13:19
SKY PLC
(the 'Company')
Annual General Meeting voting results and Director changes
Annual General Meeting
At the Annual General Meeting of the Company held today at The InterContinental Hotel London, One Hamilton Place, London, W1J 7QY at 11.00am, all resolutions were passed on a poll. The polling results for each resolution are set out below:
Resolutions | FOR | % | AGAINST | % | WITHHELD | |
1. | To receive the financial statements for the year ended 30 June 2015, together with the report of the Directors and Auditors | 1,466,641,577 | 99.74 | 3,797,070 | 0.26 | 3,880,640 |
2. | To declare a final dividend for the year ended 30 June 2015 | 1,470,697,412 | 100.00 | 3,365 | 0.00 | 3,618,510 |
3. | To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) | 1,351,868,431 | 92.87 | 103,716,164 | 7.13 | 18,792,760 |
4. | To reappoint Nick Ferguson as a Director | 1,453,712,354 | 99.23 | 11,266,600 | 0.77 | 9,340,333 |
5. | To reappoint Jeremy Darroch as a Director | 1,467,190,506 | 99.76 | 3,484,375 | 0.24 | 3,644,406 |
6. | To reappoint Andrew Griffith as a Director | 1,467,018,244 | 99.75 | 3,611,599 | 0.25 | 3,689,444 |
7. | To reappoint Tracy Clarke as a Director | 1,438,386,149 | 97.81 | 32,244,616 | 2.19 | 3,688,522 |
8. | To reappoint Martin Gilbert as a Director | 1,456,493,797 | 99.04 | 14,133,705 | 0.96 | 3,691,785 |
9. | To reappoint Adine Grate as a Director | 1,467,878,308 | 99.81 | 2,749,907 | 0.19 | 3,691,072 |
10. | To reappoint Dave Lewis as a Director | 1,468,190,896 | 99.83 | 2,438,637 | 0.17 | 3,689,754 |
11. | To reappoint Matthieu Pigasse as a Director | 1,344,156,881 | 91.78 | 120,459,062 | 8.22 | 9,703,344 |
12. | To reappoint Andy Sukawaty as a Director | 1,469,041,827 | 99.89 | 1,585,726 | 0.11 | 3,691,734 |
13. | To reappoint Chase Carey as a Director | 1,450,595,838 | 98.64 | 20,032,315 | 1.36 | 3,691,134 |
14. | To reappoint James Murdoch as a Director | 1,449,199,775 | 98.54 | 21,431,710 | 1.46 | 3,687,802 |
15. | To reappoint Deloitte LLP as Auditors of the Company and to authorise the Audit Committee of the Board to agree their remuneration | 1,426,275,853 | 97.50 | 36,567,590 | 2.50 | 11,475,844 |
16. | To authorise the Company and its subsidiaries to make political donations and incur political expenditure | 1,454,710,351 | 99.24 | 11,154,528 | 0.76 | 8,452,330 |
17. | To authorise the Directors to allot shares under Section 551 of the Companies Act 2006 | 1,446,189,150 | 98.55 | 21,252,622 | 1.45 | 6,877,511 |
18. | To disapply statutory pre-emption rights* | 1,437,313,929 | 98.08 | 28,102,748 | 1.92 | 8,902,606 |
19. | To allow the Company to hold general meetings (other than annual general meetings) on 14 days' notice* | 1,322,462,412 | 89.92 | 148,222,630 | 10.08 | 3,634,241 |
*Special Resolution
VOTES OF INDEPENDENT SHAREHOLDERS ON THE RESOLUTIONS CONCERNING THE RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS | ||||||
Resolutions | FOR | % | AGAINST | % | WITHHELD | |
7. | To reappoint Tracy Clarke as a Director | 799,083,642 | 96.12 | 32,244,616 | 3.88 | 3,688,522 |
8. | To reappoint Martin Gilbert as a Director | 817,191,290 | 98.30 | 14,133,705 | 1.70 | 3,691,785 |
9. | To reappoint Adine Grate as a Director | 828,575,801 | 99.67 | 2,749,907 | 0.33 | 3,691,072 |
10. | To reappoint Dave Lewis as a Director | 828,888,389 | 99.71 | 2,438,637 | 0.29 | 3,689,754 |
11. | To reappoint Matthieu Pigasse as a Director | 704,854,374 | 85.40 | 120,459,062 | 14.60 | 9,703,344 |
12. | To reappoint Andy Sukawaty as a Director | 829,739,320 | 99.81 | 1,585,726 | 0.19 | 3,691,734 |
In accordance with LR 9.6.2, copies of the special resolutions passed at the meeting have been submitted to the FCA's National Storage Mechanism, and will shortly be available to view at www.hemscott.com/nsm.do.
Notes:
(a) The votes "for" include those votes giving the Chairman discretion.
(b) A "vote withheld" is not counted towards the votes cast "for" or "against" a resolution.
(c) The total number of shares in issue on 4 November 2015 was 1,719,017,230; 85.55 % of the voting capital was instructed.
Director changes
As indicated in the Notice of Annual General Meeting, the Company confirms that Mr DeVoe, Mr Rimer and Mr Siskind retired from the Board and their positions as Non-Executive Directors of the Company at the conclusion of the Annual General Meeting.
The Company further announces that John Nallen has been appointed to the Board as a Non-Executive Director with effect from 4 November 2015.
John Nallen is Senior Executive Vice President and Chief Financial Officer for Twenty-First Century Fox ('21CF'), a role which he assumed on 1 July 2013. He previously served as Executive Vice President and Deputy Chief Financial Officer of 21CF from 2001. Mr. Nallen joined News Corporation in 1995 after working at Arthur Andersen for the previous 16 years. Mr. Nallen was a partner at Arthur Andersen when he left the firm.
Nicholas Ferguson, Chairman of Sky, said: "John Nallen is a highly experienced and capable executive who will bring strong media and finance industry expertise to Sky and will add further breadth and depth to the skills of the Board, and we welcome him to Sky."
There are no other details that are required to be disclosed in respect of Mr Nallen's appointment under paragraph 9.6.13 of the Listing Rules of the UK Listing Authority.
Contacts:
Investor Relations
Rob Hope
Investor Relations Manager
0207 032 2654
Corporate Communications
Eleanor Mills
Senior Corporate Communications Manager
02070326615
Related Shares:
Sky