8th May 2014 16:14
Resolution Limited
RESULTS OF ANNUAL GENERAL MEETING HELD ON 8 MAY 2014
Resolution Limited's Annual General Meeting was held at 11.00am on 8 May 2014. At the meeting, all resolutions proposed in the 2014 Notice of Meeting were duly passed on a poll. The total number of ordinary shares of no par value in issue as at 8 May 2014 was 1,418,109,028. The total number of votes received for each resolution is as follows:
RESOLUTION | VOTESFOR* | % | VOTES AGAINST | % | TOTAL VOTES CAST | % OF ISSUED SHARE CAPITAL | VOTES WITHHELD** | |
1 | Receipt of financial statements 2013 | 1,084,420,423 | 99.82 | 1,977,081 | 0.18 | 1,086,397,504 | 76.61% | 1,888,743 |
2 | Approval of Directors' Remuneration Report 2013 | 1,062,894,134 | 98.08 | 20,847,311 | 1.92 | 1,083,741,445 | 76.42% | 4,545,412 |
3 | Approval of Directors' Remuneration Policy 2013 | 1,049,780,614 | 96.89 | 33,654,159 | 3.11 | 1,083,434,773 | 76.40% | 4,853,268 |
4 | Declaration of final dividend | 1,084,119,014 | 99.78 | 2,369,718 | 0.22 | 1,086,488,732 | 76.62% | 1,799,446 |
5 | Re-appointment of Ernst & Young LLP as auditors | 1,073,691,369 | 99.84 | 1,740,590 | 0.16 | 1,075,431,959 | 75.84% | 12,855,436 |
6 | Authority to determine auditors' remuneration | 1,086,009,911 | 99.96 | 403,601 | 0.04 | 1,086,413,512 | 76.61% | 1,872,930 |
7 | Re-election of David Allvey as Director | 1,085,757,845 | 99.95 | 597,056 | 0.05 | 1,086,354,901 | 76.61% | 1,931,855 |
8 | Re-election of Andy Briggs as Director | 1,056,419,600 | 97.24 | 29,932,540 | 2.76 | 1,086,352,140 | 76.61% | 1,935,962 |
9 | Re-election of Mel Carvill as Director | 1,085,721,674 | 99.94 | 612,648 | 0.06 | 1,086,334,322 | 76.60% | 1,953,067 |
10 | Re-election of Peter Gibbs as Director | 1,085,967,940 | 99.97 | 360,977 | 0.03 | 1,086,328,917 | 76.60% | 1,958,897 |
11 | Election of Marian Glen as Director | 1,086,032,957 | 99.97 | 291,402 | 0.03 | 1,086,324,359 | 76.60% | 1,955,095 |
12 | Re-election of Nick Lyons as Director | 1,085,558,519 | 99.93 | 786,391 | 0.07 | 1,086,344,910 | 76.61% | 1,942,478 |
13 | Election of Roger Perkin as Director | 1,085,965,074 | 99.97 | 348,352 | 0.03 | 1,086,313,426 | 76.60% | 1,975,070 |
14 | Re-election of Robin Phipps as Director | 1,086,019,146 | 99.97 | 314,179 | 0.03 | 1,086,333,325 | 76.60% | 1,953,885 |
15 | Re-election of Belinda Richards as Director | 1,086,028,287 | 99.97 | 301,323 | 0.03 | 1,086,329,610 | 76.60% | 1,957,457 |
16 | Re-election of Karl Sternberg as Director | 1,085,709,308 | 99.94 | 618,806 | 0.06 | 1,086,328,114 | 76.60% | 1,959,885 |
17 | Re-election of Tim Tookey as Director | 1,086,071,871 | 99.98 | 263,169 | 0.02 | 1,086,335,040 | 76.60% | 1,954,037 |
18 | Re-election of Tim Wade as Director | 1,086,012,745 | 99.97 | 319,058 | 0.03 | 1,086,331,803 | 76.60% | 1,954,887 |
19 | Re-election of Sir Malcolm Williamson as Director | 1,072,925,312 | 98.76 | 13,439,638 | 1.24 | 1,086,364,950 | 76.61% | 1,923,645 |
20 | Authority to make political donations | 1,070,727,553 | 98.59 | 15,275,640 | 1.41 | 1,086,003,193 | 76.58% | 2,269,540 |
21 | Authority to allot shares | 1,062,129,149 | 97.77 | 24,241,538 | 2.23 | 1,086,370,687 | 76.61% | 1,917,634 |
22 | Authority to establish the Resolution Limited Performance Share Plan, and to establish similar share plans outside the UK | 1,016,729,589 | 96.24 | 39,753,962 | 3.76 | 1,056,483,551 | 74.50% | 31,803,674 |
23 | Change of Company name from Resolution Limited to Friends Life Group Limited*** | 1,086,149,849 | 99.97 | 294,274 | 0.03 | 1,086,444,123 | 76.61% | 1,842,745 |
24 | Dis-application of pre-emption rights*** | 1,083,885,844 | 99.79 | 2,316,640 | 0.21 | 1,086,202,484 | 76.60% | 2,085,298 |
25 | Authority to make market acquisitions of ordinary shares*** | 1,086,213,804 | 99.98 | 218,765 | 0.02 | 1,086,432,569 | 76.61% | 1,847,907 |
Notes:
(1) * The 'For' vote includes discretionary votes received.
(2) ** A vote 'Withheld' is not a vote in law and is not counted towards the proportion of votes 'For' or 'Against' a resolution.
(3) *** Indicates a special resolution.
(4) In accordance with Listing Rule 9.6.2, a copy of the resolutions passed, other than resolutions concerning ordinary business, will shortly be submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.
Resignation of Clive Cowdery and John Tiner
Further to the announcement dated 18 March 2014 in respect of Clive Cowdery and John Tiner, the Company confirms that Clive and John resigned as non-executive directors of the Company with effect from the end of the AGM. The following information is provided in accordance with section 430(2B) of the Companies Act 2006:
Consistent with the remuneration policy approved at today's AGM, the only payments due to Clive and John following their resignation is one month's fees in accordance with the terms of their letters of appointment.
All Enquiries:
Victoria Hames
Company Secretary
Tel: 0845 641 7825
Overseas: +44 (0)1306 871825
Related Shares:
FLG.L