Rebellions at 3 UK general meetings

3 July 2009

Sarah Wilson

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Diversity Divergence: Shareholders Steadfast Amid Pervasive Political Posturing

Three AGMs have this week seen shareholder dissent reach notable levels.

Home Retail Group shareholders voted to approve the remuneration report, but dissent represented the fifth biggest rebellion on the remuneration report in the FTSE 100 so far in 2009. Total dissent of 40.49% was split between against 32.99% and abstentions 7.5%. The Company had received a "red top" alert from IVIS, the governance research service of the ABI, citing concerns about the incentive arrangements not being sufficiently long-term in nature.

At OPD Group (FTSE Fledgling), three resolutions failed to achieve the requisite majority and thus failed. The average against vote on all resolutions was 36.5% and dissent may have been yet higher - the Company failed to disclose the level of abstentions. OPD has been under the spotlight after cancelling its final dividend, yet paying maximum bonuses to directors while pre-tax profits (before exceptionals) fell by 39%. The company is the subject of a cash offer of £0.57 per share from the Chairman and management team. The Chairman of the Remuneration Committee resigned in May, with the accounts signed off on the following day.

At today's EGM for Punch Taverns, the three special resolutions squeaked by. The special resolution to approve the terms of the Firm Placing and Placing and Open Offer was approved by 75.14% of the votes, just 0.14% more than the required majority. The resolutions on the dis-application of pre-emption rights and the notice period for general meetings were approved by 75.27% and 75.12% respectively.

Further details of the voting and other recent contentious votes are available on Manifest VoteWatch.

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