“The Corporate Governance Code requires that, at the AGM, where a vote has been taken on a show of hands, the company should ensure that information on the total number of votes cast, votes for and against and votes withheld is given. In the past the Chairman has read out the numbers after each show of hands but this year we will have 15 resolutions, so the whole process will be excruciatingly tedious, given that we have 300 million shares in issue.
What do other companies do to comply with this rather onerous requirement?”
We don’t have this problem as we take all votes on a poll, but why wouldn’t you simply display it on a powerpoint slide behind the chairman?
Reading out exact munbers of each category after every resolution would indeed be tedious. so what we do is after the first resolution say that “proxy votes have been received as follows For x, against y and abstained z”, (rounding those number so the nearest million). Followed by “those numbers are approximately the same for every resolution”.
Exact numbers are made available in hard copy at the meeting and are also posted on the web.
Our Chairman reads them out after the resolution has been passed on a show of hands. We round to the nearest thousand in the script and say “approximately.” It works reasonably well. A sheet with the precise details is available at the end of the meeting.
For our investment trusts we advise the meeting of the proxy votes and make them available to the meeting. The voting is then on a show of hands and it that was inconclusive or problematic the proxy votes would be referred to.
Our Chairman introduces the meeting by stating the percentage of proxy voting and the level voting in favour of the resolutions.He then advises shareholders that full details for each resolution will be displayed on screen at the end of the meeting. We then vote on the resoutions (20 this year!) by a show of hands. Only if the show of hands proved to be a close call would the chairman refer to the level of proxy voting. At the conclusion of the meeting he usually offers to read out the proxy votes although they will be displyed on screenbut this offer has never been taken up.
Our Chairman’s script includes advising shareholders that proxy votes on the relevant resolution (for/against/abstain) will be projected on a screen behind the podium after each show of hands vote, so he does not actually read them out at all. I appreciate this does not accommodate blind and partially-sighted shareholders attending the meeting, but as a rule we have not had any such attendees so the issue has not arisen. We plan to move to all votes by poll next year, with the poll results being announced after the meeting.
We project the votes cast on a screen after each resolution has been voted on. The votes cast are not read out but could be if required.
We hold all voting by poll at end of meeting and announce results after end of meeting.
Simplest way on show of hands appears to be to show proxy votes cast beforehand on screen immediately after the show of hands.
We meet this requirement by the Chairman verbally reading out the votes received by proxy for the first resolution; he then states that the results the remaining resolutions will be shown on the screen. A slide for each resolution (showing for/against and abstentions, including Percentages) is then displayed to the meeting once shareholders have been given an opportunity to complete their poll cards.
The final result as then published on our website and via an RIS early the next day.
Our approach was to (i) have the Chairman read the resolution (ii) the Company Secretary read out the proxy voting (iii) an overhead display showing the proxy votes and (iv) the registrars record the show of hands. This was followed up by putting the info and the results onto the website as soon as reasonably possible. Spreading the load seemed to work for an agenda of typically 10 or more items. It may be tedious but it is the shareholder’s day and being seen to follow a formal process is what many are expecting to see.
Historically we have met this requirement by the Chairman verbally reading out the votes received by proxy for the first resolution in full, then confirming that the results of each further resolution will be shown on a screen behind him and also available after the meeting. The powerpoint slide for each resolution (showing for/against and abstentions, including %) is then simply displayed to the meeting once the vote on a show of hands has been taken.
We meet this requirement by the Chairman verbally confirming after each resolution the percentage of proxy votes received for the resolution whilst at the same time showing on a screen- ie powerpoint slides – the number of votes received for and against the resolution along with the number of abstentions.