ONE Savings Bank PLC : AGM Results

11.May 2016 at 14:20:25 CET

OneSavings Bank plc

Results of the proxy voting for the 2016 Annual General Meeting held on Wednesday 11 May 2016.

All resolutions were passed by the requisite majority on a poll; resolutions 1 to 19 as ordinary resolutions and resolutions 20 to 23 as special resolutions.

The following proxy votes were cast in respect of the AGM resolutions:

Ordinary Resolutions Total votes For % Total votes Against % Total votes cast % of issued share capital Votes withheld
  1.  
 To receive the Accounts and the Reports 213,144,491 99.80 425,217 0.20 213,569,708 87.86 39,021
  1.  
 To approve the Remuneration Report 198,918,622 94.36 11,891,823 5.64 210,810,445 86.72 2,798,284
  1.  
 To declare a dividend 213,607,052 100.00 0 0.00 213,607,052 87.88 1,677
  1.  
 To re-elect Michael Fairey 210,688,135 100.00 1,300 0.00 210,689,435 86.67 2,919,294
  1.  
 To re-elect Rodney Duke 213,561,798 99.98 46,931 0.02 213,608,729 87.88 0
  1.  
 To re-elect Malcolm McCaig 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-elect Graham Allatt 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-elect Mary McNamara 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-elect Nathan Moss 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To elect Eric Anstee 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-elect Timothy Hanford 213,600,593 100.00 8,136 0.00 213,608,729 87.88 0
  1.  
 To re-elect David Morgan 213,150,379 99.79 458,350 0.21 213,608,729 87.88 0
  1.  
 To re-elect Andrew Golding 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-elect April Talintyre 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To re-appoint KPMG LLP as Auditors 211,137,052 100.00 1,300 0.00 211,138,352 86.86 2,470,377
  1.  
 To give authority to the Directors to fix the Auditors' remuneration 213,607,429 100.00 1,300 0.00 213,608,729 87.88 0
  1.  
 To give authority to allot shares 213,040,007 99.73 568,722 0.27 213,608,729 87.88 0
  1.  
 To give authority to allot shares - Regulatory Capital Convertible Instruments 209,085,105 97.88 4,523,624 2.12 213,608,729 87.88 0
  1.  
 To give authority to make political donations 213,559,818 99.98 48,211 0.02 213,608,029 87.88 700
Special Resolutions              
  1.  
 To give authority to disapply pre-emption rights 206,293,662 96.58 7,315,067 3.42 213,608,729 87.88 0
  1.  
 To give authority to disapply pre-emption rights - Regulatory Capital Convertible Instruments 204,980,932 95.96 8,627,797 4.04 213,608,729 87.88 0
  1.  
 To give authority to re-purchase shares 211,100,918 98.83 2,507,811 1.17 213,608,729 87.88 0
  1.  
 That a general meeting except an AGM may be called on not less than 14 clear days' notice 208,512,801 97.61 5,095,928 2.39 213,608,729 87.88 0

VOTES OF INDEPENDENT SHAREHOLDERS ON THE RESOLUTIONS CONCERNING THE ELECTION AND RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS
Ordinary Resolutions Total votes For % Total votes Against % Total votes cast % of issued share capital Votes withheld
  1.  
 To re-elect Michael Fairey 81,434,567 100.00 1,300 0.00 81,435,867 71.54 2,919,294
  1.  
 To re-elect Rodney Duke 84,308,230 99.94 46,931 0.06 84,355,161 74.11 0
  1.  
 To re-elect Malcolm McCaig 84,353,861 100.00 1,300 0.00 84,355,161 74.11 0
  1.  
 To re-elect Graham Allatt 84,353,861 100.00 1,300 0.00 84,355,161 74.11 0
  1.  
 To re-elect Mary McNamara 84,353,861 100.00 1,300 0.00 84,355,161 74.11 0
  1.  
 To re-elect Nathan Moss 84,353,861 100.00 1,300 0.00 84,355,161 74,11 0
  1.  
 To elect Eric Anstee 84,353,861 100.00 1,300 0.00 84,355,161 74.11 0

NOTES:
1. 'Total Votes For' include votes recorded as at the discretion of the appointed proxy.
2. The 'vote withheld' option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote 'For' and 'Against' a resolution.
3. At the date of the AGM the issued share capital of the Company was 243,079,965 ordinary shares.
4. The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website at

www.osb.co.ukm/investor-relations/shareholder-information/annual-general-meeting