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Results of the 2024 Annual General Meeting

Published: 2024-04-25 16:00:37 ET
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      Hammerson plc
      (Incorporated in England and Wales)
      (Company number 360632)
      LSE and Euronext Dublin share code: HMSO              JSE share code: HMN
      ISIN: GB00BK7YQK64
      (“Hammerson” or “the Company”)

      Results of the 2024 Annual General Meeting

      25 April 2024

      At the Annual General Meeting (the “AGM”) of the Company held at Marble Arch House, 66 Seymour Street, London
      W1H 5BX on Thursday, 25 April 2024, all the resolutions were voted upon by a poll and were passed by the requisite majority
      of shareholders.

      The results of the poll for each resolution are as follows:


                                                                              Votes For                   Votes Against      Votes Cast    **Votes Withheld

                                                                                                                     % of    % of Issued
                                                                                      % of Shares                   Shares
    Resolution                                                        No. of Shares                 No. of Shares              Share         No. of Shares
                                                                                         voted                      voted     Capital

    To receive the Directors’ Annual Report and Financial
1                                                                     4,222,537,368       100.00      15,390         0.00      84.63%          4,243,301
    Statements for the year ended 31 December 2023

    To receive and approve the Directors’ Remuneration Report for
2                                                                     3,499,200,418       82.83     725,452,297      17.17     84.67%          2,143,344
    the year ended 31 December 2023

3   To declare a final dividend for the year ended 31 December 2023   4,224,703,930       100.00       1,313         0.00      84.68%          2,090,816

4   To re-elect Habib Annous as a Director of the Company             3,577,397,619       84.68     647,300,029      15.32     84.68%          2,098,409

5   To re-elect Méka Brunel as a Director of the Company              3,605,797,697       85.35     618,894,284      14.65     84.68%          2,104,076

6   To re-elect Mike Butterworth as a Director of the Company         4,178,696,618       98.91     45,999,195       1.09      84.68%          2,100,244
7    To re-elect Rita-Rose Gagné as a Director of the Company           4,200,625,478   99.43   24,073,011    0.57    84.68%      2,097,570

8    To re-elect Adam Metz as a Director of the Company                 4,178,317,704   98.90   46,374,568    1.10    84.68%      2,103,785

9    To re-elect Robert Noel as a Director of the Company               3,553,647,269   84.12   671,050,379   15.88   84.68%      2,098,409

10   To re-elect Himanshu Raja as a Director of the Company             4,200,352,328   99.42   24,350,578    0.58    84.68%      2,093,153

11   To re-elect Carol Welch as a Director of the Company               3,604,179,263   85.31   620,518,666   14.69   84.68%      2,098,128

12   To re-appoint PricewaterhouseCoopers LLP as auditor                4,224,141,238   99.99    439,574      0.01    84.67%      2,215,247
     To authorise the Audit Committee to agree the auditor’s
13                                                                      4,224,280,721   99.99    264,948      0.01    84.67%      2,250,390
     remuneration

14   To authorise the Directors to allot shares                         3,353,933,332   79.39   870,556,339   20.61   84.67%      2,306,388

15   To disapply pre-emption rights*                                    3,396,884,719   80.41   827,604,952   19.59   84.67%      2,306,388

     To disapply pre-emption rights in addition to those conferred by
16                                                                      3,396,719,178   80.41   827,771,733   19.59   84.67%      2,305,148
     resolution 15*

17   To authorise market purchases by the Company of its shares*        3,649,135,329   86.39   574,928,254   13.61   84.66%      2,732,315




       Resolution 14 (authority to allot shares) received 79.39% of votes in favour and was duly passed at the AGM. The level of
       allotment authority therefore continues to be supported by a clear majority of the Company’s shareholders voting at the AGM.
       This is a customary authority sought by UK listed companies in line with the Investment Association’s share capital management
       guidelines. Following shareholder consultation in previous years, the level of authority sought (and approved today by
       shareholders) is less than that typically sought by UK listed companies. The Company is aware that certain overseas institutional
       investors have a policy of not supporting this authority. The Board considers the flexibility afforded by this authority to be in the
       best interests of the Company and shareholders. In accordance with provision 4 of the UK Corporate Governance Code (the
       “Code”) the Company will continue to engage with relevant shareholders on this matter. An update will be provided within six
       months of the AGM, in accordance with the Code, with a final summary to be included in the Company's 2024 annual report
       and accounts.

       Other information

       * Special resolution (75% majority required).
       ** A vote withheld is not a vote in law and is not counted towards the votes cast ‘For’ or ‘Against’ a resolution.
(1) The issued share capital of the Company as at 6.30 p.m. on Tuesday, 23 April 2024 (the time by which shareholders who
    wanted to attend, speak and vote at the AGM were entered on the Register) was 5,002,265,607 ordinary shares, with
    13,008,260 shares held in treasury. The total number of voting rights in Hammerson plc was therefore 4,989,257,347.
(2) Copies of the resolutions passed, other than the resolutions constituting ordinary business, at the AGM will shortly be available
    for inspection at the National Storage Mechanism, which is located at https://www.fca.org.uk/markets/primary-
    markets/regulatory-disclosures/national-storage-mechanism. The documents have also been submitted to Euronext Dublin.

(3) A copy of the poll results for the Annual General Meeting is also available on the Hammerson plc website at
    https://www.hammerson.com/investors/shareholder-centre/general-meetings.

(4) The full text of the resolutions is set out in the Notice of Meeting which is also available at
    https://www.hammerson.com/investors/shareholder-centre/general-meetings.


Richard Crowle
Senior Assistant Company Secretary
Hammerson has its primary listing on the London Stock Exchange and secondary inward listings on the Johannesburg Stock
Exchange and Euronext Dublin.
Sponsor:
Investec Bank Limited