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AstraZeneca PLC — Regulatory Filings 2017
Apr 27, 2017
5229_ffr_2017-04-27_df20578e-f089-4cee-8730-7b8b2e72a382.zip
Regulatory Filings
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FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of April 2017
Commission File Number: 001-11960
AstraZeneca PLC
1 Francis Crick Avenue
Cambridge Biomedical Campus
Cambridge CB2 0AA
United Kingdom
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F __
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ______
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes __ No X
If “Yes” is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82-_______
27 April 2017 17:30 BST
Results of Annual General Meeting held on 27 April 2017
AstraZeneca PLC announced the results of the voting at its Annual General Meeting (AGM) today. As proposed in the Notice of AGM, all Resolutions were decided by poll vote. Resolutions 1 - 9 were passed as ordinary resolutions and resolutions 10 - 12 were passed as special resolutions.
| RESOLUTION | VOTES FOR | % OF VOTES CAST | VOTES AGAINST | % OF VOTES CAST | VOTES CAST IN TOTAL | TOTAL VOTES CAST AS A % OF ISSUED SHARE CAPITAL | VOTES WITHHELD | |
|---|---|---|---|---|---|---|---|---|
| 1 | To | |||||||
| receive the Company's Accounts, the Reports of the Directors and | ||||||||
| Auditor and the Strategic Report for the year ended 31 December | ||||||||
| 2016 | 914,348,647 | 99.94 | 561,046 | 0.06 | 914,909,693 | 72.29 | 14,055,053 | |
| 2 | To | |||||||
| confirm dividends | 925,733,259 | 99.75 | 2,281,327 | 0.25 | 928,014,586 | 73.32 | 950,160 | |
| 3 | To | |||||||
| appoint PricewaterhouseCoopers LLP as Auditor | 925,181,852 | 99.71 | 2,679,401 | 0.29 | 927,861,253 | 73.31 | 1,103,493 | |
| 4 | To | |||||||
| authorise the Directors to agree the remuneration of the | ||||||||
| Auditor | 925,654,910 | 99.76 | 2,210,534 | 0.24 | 927,865,444 | 73.31 | 1,099,302 | |
| 5a | To | |||||||
| re-elect Leif Johansson as a Director | 894,505,361 | 98.41 | 14,457,865 | 1.59 | 908,963,226 | 71.82 | 20,001,520 | |
| 5b | To | |||||||
| re-elect Pascal Soriot as a Director | 923,508,459 | 99.55 | 4,220,473 | 0.45 | 927,728,932 | 73.30 | 1,235,814 | |
| 5c | To | |||||||
| re-elect Marc Dunoyer as a Director | 913,734,060 | 98.52 | 13,766,446 | 1.48 | 927,500,506 | 73.28 | 1,464,240 | |
| 5d | To | |||||||
| re-elect Geneviève Berger as a Director | 924,823,332 | 99.69 | 2,847,336 | 0.31 | 927,670,668 | 73.30 | 1,294,078 | |
| 5e | To | |||||||
| elect Philip Broadley as a Director | 925,526,658 | 99.77 | 2,104,123 | 0.23 | 927,630,781 | 73.29 | 1,332,733 | |
| 5f | To | |||||||
| re-elect Bruce Burlington as a Director | 924,643,428 | 99.68 | 2,996,388 | 0.32 | 927,639,816 | 73.29 | 1,324,930 | |
| 5g | To | |||||||
| re-elect Graham Chipchase as a Director | 893,623,270 | 97.01 | 27,555,509 | 2.99 | 921,178,779 | 72.78 | 7,785,967 | |
| 5h | To | |||||||
| re-elect Rudy Markham as a Director | 906,931,686 | 97.77 | 20,689,307 | 2.23 | 927,620,993 | 73.29 | 1,343,753 | |
| 5i | To | |||||||
| re-elect Shriti Vadera as a Director | 921,267,292 | 99.31 | 6,370,592 | 0.69 | 927,637,884 | 73.29 | 1,326,862 | |
| 5j | To | |||||||
| re-elect Marcus Wallenberg as a Director | 856,206,532 | 94.86 | 46,431,752 | 5.14 | 902,638,284 | 71.32 | 26,326,461 | |
| 6 | To | |||||||
| approve the Annual Report on Remuneration for the year ended 31 | ||||||||
| December 2016 | 560,051,300 | 61.17 | 355,474,215 | 38.83 | 915,525,515 | 72.34 | 13,439,230 | |
| 7 | To | |||||||
| approve the Directors' Remuneration Policy | 877,620,302 | 96.08 | 35,804,933 | 3.92 | 913,425,235 | 72.17 | 15,539,511 | |
| 8 | To | |||||||
| authorise limited political donations | 898,169,470 | 97.87 | 19,518,267 | 2.13 | 917,687,737 | 72.51 | 11,278,009 | |
| 9 | To | |||||||
| authorise the Directors to allot shares | 842,959,080 | 91.03 | 83,045,083 | 8.97 | 926,004,163 | 73.17 | 2,960,583 | |
| 10 | To | |||||||
| authorise the Directors to disapply pre-emption rights | 922,652,653 | 99.48 | 4,785,159 | 0.52 | 927,437,812 | 73.28 | 1,526,934 | |
| 11 | To | |||||||
| authorise the Company to purchase its own shares | 916,489,233 | 98.82 | 10,984,147 | 1.18 | 927,473,380 | 73.28 | 1,491,366 | |
| 12 | To | |||||||
| reduce the notice period for general meetings | 845,957,281 | 91.63 | 77,228,645 | 8.37 | 923,185,926 | 72.94 | 5,778,819 |
AstraZeneca is pleased to have achieved shareholder support for all resolutions proposed at the AGM. AstraZeneca received a 96.08% binding vote approving the Remuneration Policy and a 61.17% advisory vote in favour of its Annual Report on Remuneration for the year ended 31 December 2016.
AstraZeneca engaged extensively with its major shareholders on remuneration matters during 2016 and the Remuneration Committee's proposals were based on shareholder feedback. AstraZeneca notes that its major shareholders exercised their independent judgement following this consultation, with the majority of them voting in favour of the Remuneration Report. The lower level of support for the Remuneration Report is considered to reflect concerns regarding how the AstraZeneca Investment Plan (AZIP) will be operated for the outstanding AZIP awards previously made, and the level of information given about the annual bonus plan and awards. AstraZeneca's Remuneration Committee will continue the dialogue with shareholders, as appropriate, regarding any concerns following its AGM.
Issued capital
As at 25 April 2017, the number of issued shares of the Company was 1,265,630,929 ordinary shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, on a poll every member present in person or by proxy has one vote for every share held.
About AstraZeneca
AstraZeneca is a global, science-led biopharmaceutical company that focuses on the discovery, development and commercialisation of prescription medicines, primarily for the treatment of diseases in three main therapy areas - Oncology, Cardiovascular & M e tabolic Diseases and Respiratory. The Company also is selectively active in the areas of Autoimmunity, Neuroscience and Infection. AstraZeneca operates in over 100 countries and its innovative medicines are used by millions of patients worldwide. For more information, please visit www.astrazeneca.com and follow us on Twitter @AstraZeneca.
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Enquiries — Esra
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749 5638 |
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749 5634 |
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885 2677 |
| Investor
Relations | | |
| Thomas
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| Craig
Marks | Finance,
Fixed Income, M&A | +44
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| Henry
Wheeler | Oncology | +44 203
749 5797 |
| Mitchell
Chan | Oncology | +1 240
477 3771 |
| Lindsey
Trickett | Cardiovascular
& Metabolic Diseases | +1 240
543 7970 |
| Nick
Stone | Respiratory | +44 203
749 5716 |
| Christer
Gruvris | Autoimmunity,
Neuroscience & Infection | +44 203
749 5711 |
| US toll
free | | +1 866
381 7277 |
Adrian Kemp
Company Secretary, AstraZeneca PLC
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AstraZeneca PLC
| Date:
27 April 2017 |
| --- |
| Name:
Adrian Kemp |
| Title:
Company Secretary |
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