Standard Chartered PLC

AGM Information • May 8, 2025

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RNS Number : 9406H

Standard Chartered PLC

08 May 2025

RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

Thursday 8 May 2025

Standard Chartered PLC (the 'Company') announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Thursday 8 May 2025, as set out in the Notice of AGM.

A poll was held on each of the resolutions and was passed by the required majority . Resolutions 1 to 21 (inclusive) were passed as ordinary resolutions. Resolutions 22 to 27 (inclusive) were passed as special resolutions. The results of the poll were as follows:

Resolution	Votes For	%	Votes Against	%	Votes Withheld	Total Votes	% of ISC voted
1. To receive the Company's annual report and accounts for the financial year ended 31 December 2024 together with the reports of the directors and auditors.	1,959,045,814	99.99%	84,703	0.01%	5,720,263	1,959,130,517	82.67%
2. To declare a final dividend of US$0.28 per ordinary share for the year ended 31 December 2024.	1,964,462,328	99.99%	17,613	0.01%	370,839	1,964,479,941	82.89%
3. To approve the annual report on directors' remuneration contained in the Directors' Remuneration Report for the year ended 31 December 2024 as set out on pages 143 to 181 (excluding the directors' renumeration policy set out on pages 164 to 169) of the 2024 annual report and accounts.	1,941,855,272	98.87%	22,208,489	1.13%	787,019	1,964,063,761	82.87%
4. To approve the directors' remuneration policy contained in the Directors' Remuneration Report for the year ended 31 December 2024 as set out on pages 164 to 169 of the annual report and accounts.	1,607,844,267	81.86%	356,270,992	18.14%	735,521	1,964,115,259	82.88%
5. To elect Lincoln Leong as an independent non-executive director.	1,962,669,892	99.91%	1,675,442	0.09%	223,787	1,964,345,334	82.89%
6. To elect Maria Ramos as Group Chair.	1,948,129,123	99.17%	16,236,601	0.83%	270,446	1,964,365,724	82.89%
7. To re-elect Shirish Apte as an independent non-executive director.	1,948,345,622	99.20%	15,668,685	0.80%	213,598	1,964,014,307	82.87%
8. To re-elect Diego De Giorgi as an executive director.	1,960,577,884	99.82%	3,442,832	0.18%	210,409	1,964,020,716	82.87%
9. To re-elect Jackie Hunt as an independent non-executive director.	1,961,385,301	99.87%	2,531,779	0.13%	247,418	1,963,917,080	82.87%
10. To re-elect Diane Jurgens as an independent non-executive director.	1,962,321,469	99.90%	1,987,388	0.10%	244,249	1,964,308,857	82.88%
11.  To re-elect Robin Lawther, CBE as an independent non-executive director.	1,961,548,116	99.86%	2,810,287	0.14%	211,506	1,964,358,403	82.89%
12.  To re-elect Phil Rivett as an independent non-executive director.	1,959,980,331	99.78%	4,343,257	0.22%	249,312	1,964,323,588	82.88%
13.  To re-elect David Tang as an independent non-executive director.	1,961,338,159	99.85%	2,981,959	0.15%	254,520	1,964,320,118	82.88%
14.  To re-elect Bill Winters as an executive director.	1,949,593,174	99.76%	4,778,118	0.24%	10,254,336	1,954,371,292	82.46%
15.  To re-elect Dr Linda Yueh, CBE as an independent non-executive director.	1,929,694,125	98.24%	34,614,478	1.76%	235,573	1,964,308,603	82.88%
16.  To re-appoint Ernst & Young LLP (EY) as auditor to the Company from the end of the AGM until the end of next year's AGM.	1,963,790,963	99.97%	609,896	0.03%	449,921	1,964,400,859	82.89%
17.  To authorise the Audit Committee, acting for and on behalf of the Board, to set the remuneration of the auditor.	1,962,926,490	99.92%	1,527,982	0.08%	396,209	1,964,454,472	82.89%
18.  To authorise the Company and its subsidiaries to make political donations and incur political expenditure within the limits prescribed in the resolution.	1,950,793,358	99.30%	13,727,993	0.70%	326,335	1,964,521,351	82.89%
19.  To authorise the Board to allot ordinary shares.	1,914,133,655	97.53%	48,418,644	2.47%	2,298,481	1,962,552,299	82.81%
20.  To extend the authority to allot ordinary shares granted pursuant to resolution 19 by such number of shares repurchased by the Company under the authority granted pursuant to resolution 25.	1,925,579,894	98.16%	36,118,275	1.84%	3,152,611	1,961,698,169	82.77%
21.  To authorise the Board to allot shares in relation to any issues by the Company of Equity Convertible Additional Tier 1 Securities.	1,948,556,573	99.20%	15,803,991	0.80%	490,216	1,964,360,564	82.89%
22.  To authorise the Board to disapply pre-emption rights in relation to the authority granted pursuant to resolution 19.	1,948,363,872	99.33%	13,057,873	0.67%	3,429,035	1,961,421,745	82.76%
23.  In addition to the authority granted pursuant to resolution 22, to authorise the Board to disapply pre-emption rights in relation to the authority granted pursuant to resolution 19 for the purposes of acquisitions and other capital investments.	1,946,264,559	99.22%	15,314,113	0.78%	3,272,108	1,961,578,672	82.77%
24.  In addition to the authorities granted pursuant to resolutions 22 and 23, to authorise the Board to disapply pre-emption rights in relation to the authority granted, in respect of Equity Convertible Additional Tier 1 Securities, pursuant to resolution 21.	1,944,058,109	98.97%	20,225,983	1.03%	566,688	1,964,284,092	82.88%
25.  To authorise the Company to make market purchases of its own ordinary shares.	1,959,598,133	99.80%	3,898,622	0.20%	1,354,025	1,963,496,755	82.85%
26.  To authorise the Company to make market purchases of its own preference shares.	1,958,179,211	99.73%	5,317,461	0.27%	1,354,108	1,963,496,672	82.85%
27.   To enable the Company to call a general meeting other than an Annual General Meeting on not less than 14 clear days' notice.	1,904,839,539	96.97%	59,604,677	3.03%	406,564	1,964,444,216	82.89%

The full text of the resolutions, along with the explanatory notes, is contained in the Notice of AGM, which is available on the Company's website at www.sc.com/agm .

As at 10pm UK time on 6 May 2025 or, in respect of the Company's branch register of members in Hong Kong, 5am Hong Kong time on 7 May 2025, the number of issued ordinary shares of the Company (excluding any shares that had been bought back by the Company and were pending cancellation) was 2,362,544,157 (none of which was in treasury) which was the total number of shares entitling the holders to attend and vote for or against all resolutions.   In accordance with the Company's Articles of Association, on a poll every member had one vote for every share held . Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or 'against' a resolution. Proxy appointments which gave discretion to the Group Chair have been included in the 'for' total for resolutions 1 to 27. There was no share entitling the holder to attend and abstain from voting in favour of any of the resolutions as set out in Rule 13.40 of the Hong Kong Listing Rules .

There were no restrictions on any shareholders casting votes on any of the resolutions proposed at the AGM, save for AGM resolution 19. As stated in the Notice of AGM, the executive directors, the Group Chair and their respective associates were required to abstain, and have abstained, from resolution 19 which affected a total of 3,293,008 voting rights. The scrutineer of the poll on all resolutions was Computershare Investor Services PLC, the Company's Share Registrar. All Directors attended the AGM.

Copies of resolutions put to shareholders at the AGM today will be submitted to the Financial Conduct Authority, and will shortly be available for inspection at the Financial Conduct Authority's National Storage Mechanism, which can be accessed at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information, please contact: 

Shaun Gamble

Executive Director, Group Media Relations

1 Basinghall Avenue

London

EC2V 5DD

+44 (0) 7766 443 662

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