6-K 1 a5113v.htm RESULT OF AGM a5113v
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
Report of Foreign Private Issuer
 
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of
1934
 
April 14, 2021 
 
Commission File Number 001-14978
SMITH & NEPHEW plc
(Registrant's name)
 
Building 5, Croxley Park,
Hatters Lane, Watford, Hertfordshire, WD18 8YE,
England
 
(Address of registrant's principal executive offices)
 
[Indicate by check mark whether the registrant files or will file annual
reports under cover 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).]
 
Yes                        No X
---                         ---
 
[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).]
 
Yes                      No X
---                         ---
[Indicate by check mark whether by furnishing the information contained
in this Form, the registrant is also thereby furnishing 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- n/a.
 
 
 
 
 
14 April 2021
 
Smith & Nephew plc (the "Company")
 
The Company announces the results of the voting by poll on the resolutions put to its Annual General Meeting ("AGM") held at 4:00pm today, Wednesday 14 April 2021.
 
 
 
Resolution
 
For/Discretion
(Number of
votes)
 
Percentage For/Discretion
(%)
 
Against
(Number of
votes)
 
Percentage
Against
(%)
 
Total votes validly cast
Percentage 
of relevant
shares in issue
(%)
 
Withheld
(Number of votes)
Ordinary resolutions 
 
 
 
 
 
 
 
 
1. To receive the audited accounts
659,282,941
99.98
105,803
0.02
659,388,744
74.51%
7,994,640
2. To approve the Directors' Remuneration Report (excluding
    Policy)
662,280,244
99.46
3,589,474
0.54
665,869,718
75.24%
1,512,622
3. To declare a final dividend
666,356,771
99.88
814,069
0.12
667,170,840
75.39%
213,341
4. To re-elect Roland Diggelmann
666,011,104
99.84
1,049,789
0.16
667,060,893
75.38%
288,195
5. To re-elect Erik Engstrom
648,390,965
97.38
17,476,021
2.62
665,866,986
75.24%
1,482,488
6. To re-elect Robin Freestone
543,078,315
81.56
122,787,181
18.44
665,865,496
75.24%
1,485,823
7. To elect John Ma
661,505,732
99.35
4,296,827
0.65
665,802,559
75.23%
1,541,163
8. To elect Katazyna Mazur-Hofsaess
664,818,239
99.84
1,037,953
0.16
665,856,192
75.24%
1,491,636
9. To elect Rick Medlock
664,941,493
99.87
851,932
0.13
665,793,425
75.23%
1,556,677
10. To elect Anne-Françoise Nesmes
663,351,785
99.45
3,647,858
0.55
666,999,643
75.37%
349,525
11. To re-elect Marc Owen
584,183,175
88.26
77,678,271
11.74
661,861,446
74.79%
5,488,244
12. To re-elect Roberto Quarta
608,672,307
91.75
54,704,599
8.25
663,376,906
74.96%
3,972,956
13. To re-elect Angie Risley
662,970,334
99.56
2,899,896
0.44
665,870,230
75.24%
1,479,630
14. To elect Bob White
662,320,124
99.47
3,526,489
0.53
665,846,613
75.24%
1,502,145
15. To re-appoint the Auditor 
663,042,079
99.39
4,066,467
0.61
667,108,546
75.38%
246,604
16.  To authorise the Directors to determine the remuneration of the
       Auditor
667,027,812
99.98
105,794
0.02
667,133,606
75.39%
223,929
17. To renew the Directors' authority to allot shares
631,786,788
94.70
35,337,985
5.30
667,124,773
75.38%
232,756
Special resolutions
 
 
 
 
 
 
 
 
18. To renew the Directors' authority for the disapplication of the
      pre-emption rights
648,384,997
97.24
18,394,988
2.76
666,779,985
75.35%
573,504
19. To renew the Directors' authority for the disapplication of the
       pre-emption rights for the purposes of acquisitions or other capital investments
632,841,386
94.91
33,942,204
5.09
666,783,590
75.35%
571,499
20. To renew the Directors' limited authority to make market purchases of the Company's own shares
661,703,700
99.19
5,397,785
0.81
667,101,485
75.38%
255,462
21. To authorise general meetings to be held on 14 clear days' notice
617,598,251
92.58
49,522,715
7.42
667,120,966
75.38%
235,175
22. To approve the new Articles of Association
665,645,844
99.98
155,640
0.02
665,801,484
75.23%
1,556,455
 
The number of ordinary shares in issue on 12 April 2020 at 6pm (excluding shares held in Treasury) was 878,973,851. Shareholders are entitled to one vote per share.  A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
 
In accordance with Listing Rule 9.6.2, a copy of the resolutions, passed as Special Business, will be submitted to the UK Listing Authority and will shortly be available for inspection at the National Storage Mechanism document viewing facility at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism 
 
The Rt. Hon Baroness Virginia Bottomley of Nettlestone DL did not stand for re-election as a Director and stood down from the Board with effect from the conclusion of the AGM. In accordance with section 430(2B) of the Companies Act 2006, the Company confirms that the Rt. Hon Baroness Virginia Bottomley of Nettlestone DL will receive payment of fees for service whilst a Director but no other remuneration payment or payment for loss of office will be made in connection with her departure.
 
Susan Swabey
Company Secretary
Smith & Nephew plc
Tel:  +44 (0)1923 477317
 
 
 
 
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.
 
 
Smith & Nephew Plc
(Registrant)
 
 
Date: April 14, 2021
 
 
By: /s/ Susan Swabey
-----------------
                                                                                                                              Susan Swabey
                                                                                                                      Company Secretary