Hammerson plc (the "Company" or
"Hammerson")
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
|
|
Resolution
|
No. of
Shares
|
% of Shares voted
|
No. of
Shares
|
% of Shares
voted
|
% of Issued Share Capital
|
No. of
Shares
|
1
|
To receive the Directors'
Annual Report and Financial Statements for the year ended 31
December 2023
|
4,222,537,368
|
100.00
|
15,390
|
0.00
|
84.63%
|
4,243,301
|
2
|
To receive and approve the
Directors' Remuneration Report for the year ended 31 December
2023
|
3,499,200,418
|
82.83
|
725,452,297
|
17.17
|
84.67%
|
2,143,344
|
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
|
13
|
To authorise the Audit
Committee to agree the auditor's remuneration
|
4,224,280,721
|
99.99
|
264,948
|
0.01
|
84.67%
|
2,250,390
|
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
|
16
|
To disapply pre-emption
rights in addition to those conferred by resolution
15*
|
3,396,719,178
|
80.41
|
827,771,733
|
19.59
|
84.67%
|
2,305,148
|
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
This announcement has also been released on the SENS system of
the Johannesburg Stock Exchange and on Euronext
Dublin.