2019 AGM Voting Results - Update Statement

Hammerson plc (the Company)

2019 Annual General Meeting Voting Results - Update Statement

28 October 2019

At the Company's Annual General Meeting (AGM) held on 30 April 2019, 20 per cent or more of votes were cast against resolutions 2 and 14. In the announcement released immediately following the AGM, the Board outlined the actions that it intended to take to understand and address shareholder concerns and an update is provided below.

Although resolution 2 (the Remuneration Report) was passed with the necessary majority, 29.7% of the votes received were against. Since the AGM, the Remuneration Committee has carried out its regular triennial review of the remuneration structure and quantum, prior to submitting the revised Remuneration Policy to shareholders at the AGM in 2020. A consultation with major shareholders and voting advisory agencies on the proposed Remuneration Policy is under way to ensure that executive reward continues to be aligned with shareholder interests. 

Resolution 14 (authority to allot shares) was passed with the necessary majority. However, 30.2% of the votes received were against. This resolution is considered routine for listed companies in the UK and is within the Investment Association's Share Capital Management Guidelines. The Board is aware, however, that certain overseas institutional investors have a policy of not supporting this authority for the Directors to issue shares. Since the AGM, the Company has further engaged with shareholders on this resolution and still considers the flexibility afforded by this authority to be in the best interests of the Company and shareholders.

The Company will continue to engage with shareholders and will provide a final update in the 2019 Annual Report and Accounts.

Julia Crane

Deputy Company Secretary

The announcement above has also been released on the SENS system of the Johannesburg Stock Exchange.