Savills PLC — AGM Information 2021

May 12, 2021

National Storage Mechanism | Additional information

RNS Number : 4113Y

Savills PLC

12 May 2021

12 MAY 2021

SAVILLS PLC

('the Company')

ANNUAL GENERAL MEETING - 12 MAY 2021: RESOLUTIONS

The Savills plc  Annual General Meeting was held on Wednesday 12 May 2021 at Finsbury Circus House, 15 Finsbury Circus, London EC2M 7EB.  All resolutions were passed on a poll

An analysis of the proxy votes lodged against each resolution prior to the AGM is set out below:

Resolution		No. of Votes For	% For	No. of Votes Against	% Against	Total No. of Votes Cast	Total No. of Votes Withheld/ Abstentions	Poll Yes/No
1	To receive the 2020 Annual Report and Accounts, the Directors' Reports and the Auditors' Report on the 2020 Annual Report and Accounts	116,258,719	100.00%	185	0.00%	116,258,904	173,157	Yes
2	To approve the Directors' Remuneration Report contained in the Annual Report and Accounts for the financial year ended 31 December 2020	86,458,864	79.05%	22,920,316	20.95%	109,379,180	7,052,881	Yes
3	To declare a final dividend of 17.0p per ordinary share	116,427,799	100.00%	0	0.00%	116,427,799	4,262	Yes
4	To re-elect Nicholas Ferguson as a Director	115,413,693	99.14%	998,106	0.86%	116,411,799	20,262	Yes
5	To re-elect Mark Ridley as a Director	111,165,785	95.49%	5,246,014	4.51%	116,411,799	20,262	Yes
6	To re-elect Tim Freshwater as a Director	109,705,281	94.24%	6,706,366	5.76%	116,411,647	20,414	Yes
7	To re-elect Simon Shaw as a Director	111,748,467	95.99%	4,663,180	4.01%	116,411,647	20,414	Yes
8	To re-elect Stacey Cartwright as a Director	109,036,778	93.66%	7,374,869	6.34%	116,411,647	20,414	Yes
9	To re-elect Florence Tondu-Mélique as a Director	109,673,848	94.21%	6,737,951	5.79%	116,411,799	20,262	Yes
10	To re-appoint Dana Roffman as a Director	109,035,181	93.66%	7,376,466	6.34%	116,411,647	20,414	Yes
11	To re-appoint Philip Lee as a Director	116,261,036	99.87%	150,611	0.13%	116,411,647	20,414
12	To re-appoint Richard Orders as a Director	116,259,046	99.87%	152,601	0.13%	116,411,647	20,414
13	To appoint Ernst & Young as the Auditors	116,152,451	99.78%	256,900	0.22%	116,409,351	22,710	Yes
14	To authorise the Directors to determine the Auditors' remuneration	116,408,007	100.00%	3,773	0.00%	116,411,780	20,281	Yes
15	To authorise the extension of the Savills plc Performance Share Plan	115,428,115	99.15%	985,894	0.85%	116,414,009	18,052
16	To renew the Directors' power to allot shares	110,077,891	94.57%	6,325,330	5.43%	116,403,221	28,840	Yes
17	To authorise a general  disapplication of statutory pre-emption rights #	115,903,965	99.57%	498,540	0.43%	116,402,505	29,556	Yes
18	To authorise an additional disapplication of statutory pre-emption rights#	109,322,994	93.92%	7,079,510	6.08%	116,402,504	29,557	Yes
19	To renew the Company's authority to purchase its own shares #	116,199,774	99.94%	65,665	0.06%	116,265,439	166,622	Yes
20	To authorise the Directors to call general meetings on 14 clear days' notice #	103,658,926	89.04%	12,756,333	10.96%	116,415,259	16,802	Yes

# Passed as a special resolution.

The Board acknowledges the level of votes cast against Resolution 2, the advisory vote on the implementation of the Company's 2020 Remuneration Policy, itself approved by 90% of shareholders at last year's AGM. 

In advance of the AGM the Board engaged with both shareholders and proxy advisors in respect of concerns raised on aspects of the Directors' Remuneration Report.  The Board understands that shareholders' primary concern was its decision to take into account a wider number of operational and strategic performance metrics than the profit targets set prior to the pandemic. The Board applied discretion to specifically award 21% of the maximum potential profit related bonus element to the Executive Directors to recognise the significant operational and strategic progress in the year, reflected by the impressive market share gains. This decision resulted in total remuneration of the Executive Directors being reduced by 45% year-on-year. Some shareholders also felt that Executive Directors pension provision may not be aligned with the all-employee rate although this is fully aligned with the rates available to colleagues with an equivalent level of service.

The Board is satisfied that its recommendation was made in the best interests of all stakeholders.  In light of the voting outcome, and in any event as part of the planned introduction of the new Chair of the Remuneration Committee to our leading shareholders, it will engage with our leading shareholders over the coming months. In accordance with the UK Corporate Governance Code, the Company will publish an update on that engagement within six months of the 2021 AGM

NOTES:

All resolutions were passed

1.      Votes 'withheld' have not been included in the calculation of whether a resolution is carried. Percentages have been rounded to two decimal places.

2.     Copies of Resolutions 17 to 20 , will be submitted to the National Storage Mechanism and in due course will be available to view at  http://data.fca.org.uk/#/nsm/nationalstoragemechanism using Savills plc's  code 'SVS'.

3.      Details of the votes received on the resolutions are available on the Company's website: http://ir.savills.com/shareholder-information/agm

4.     The issued share capital was 143,073,983 ordinary shares of 2.5 pence each and the total number of voting rights in respect of these ordinary shares was 143,073,983 each ordinary share having one vote.

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