6-K 1 a2943h.htm RESULT OF AGM a2943h
FORM 6-K
 
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
 
 
 
For the month of May
 
HSBC Holdings plc
 
42nd Floor, 8 Canada Square, London E14 5HQ, England
 
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F).
 
Form 20-F X Form 40-F  
 
  
 
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.
 
 
2 May 2025
(Hong Kong Stock Code: 5)
 
HSBC Holdings plc
 
Poll results of 2025 Annual General Meeting
 
 
1.       Poll Results
 
 
Following its Annual General Meeting ("AGM") held today, HSBC Holdings plc (the "Company") announces the results of the poll vote for each of the resolutions set out in the Notice of AGM.
 
Resolutions 1 to 8, 11, 14, 16 and 17 were passed as ordinary resolutions and resolutions 9, 10, 12, 13, 15, 18 and 19 were passed as special resolutions.
 
In line with the Board's recommendation, the shareholder-requisitioned resolution 20 failed.
 
The table below shows the votes cast on each resolution.
 
Votes cast on each resolution
 
 
VOTESFOR
% OF VOTES CAST
VOTESAGAINST
% OF VOTES CAST
VOTESTOTAL
% OF ISC VOTED*
 
VOTESWITHHELD
1. To receive the Annual Report & Accounts 2024
8,932,256,552
99.95
4,142,357
0.05
8,936,398,909
50.56%
31,021,428
2. To approve the Directors' Remuneration Report
8,807,418,532
98.34
148,870,299
1.66
8,956,288,831
50.68%
11,202,665
3. To approve the Directors' Remuneration Policy
8,609,641,462
96.10
349,032,069
3.90
8,958,673,531
50.69%
8,780,440
4.      (a) To elect Manveen (Pam) Kaur as a Director
8,940,638,543
99.83
15,484,120
0.17
8,956,122,663
50.68%
11,270,859
4.      (b) To re-elect Geraldine Buckingham as a Director
8,950,761,272
99.91
8,094,637
0.09
8,958,855,909
50.69%
8,574,299
4.      (c) To re-elect Rachel Duan as a Director
8,919,211,843
99.56
39,571,297
0.44
8,958,783,140
50.69%
8,321,065
4.      (d) To re-elect Georges Elhedery as a Director
8,949,836,971
99.92
6,799,272
0.08
8,956,636,243
50.68%
10,531,433
4.      (e) To re-elect Dame Carolyn Fairbairn as a Director
8,887,135,034
99.20
71,640,617
0.80
8,958,775,651
50.69%
8,489,447
4.(f) To re-elect James Forese as a Director
8,950,699,279
99.91
7,807,234
0.09
8,958,506,513
50.69%
8,610,006
4.(g) To re-elect Ann Godbehere as a Director
8,948,764,416
99.89
9,868,994
0.11
8,958,633,410
50.69%
8,569,565
4.(h) To re-elect Steven Guggenheimer as a Director
8,953,293,004
99.94
5,119,915
0.06
8,958,412,919
50.69%
8,776,141
4.(i) To re-elect Dr José Antonio Meade Kuribreña as a Director
8,879,514,623
99.12
78,818,828
0.88
8,958,333,451
50.69%
8,667,410
4.(j) To re-elect Kalpana Morparia as a Director
8,938,569,939
99.77
20,179,223
0.23
8,958,749,162
50.69%
8,596,988
4.(k)  To re-elect Eileen Murray as a Director
8,953,097,581
99.94
5,655,264
0.06
8,958,752,845
50.69%
8,587,125
4.(l) To re-elect Brendan Nelson as a Director
8,936,345,041
99.76
21,817,147
0.24
8,958,162,188
50.69%
9,019,661
4.(m) To re-elect Swee Lian Teo as a Director
8,953,103,910
99.93
5,831,863
0.07
8,958,935,773
50.69%
8,247,508
4.(n)  To re-elect Sir Mark E Tucker as a Director
8,822,576,135
98.48
136,594,436
1.52
8,959,170,571
50.69%
7,979,609
5.    To re-appoint PricewaterhouseCoopers LLP as Auditor of the Company
8,882,991,858
99.20
71,595,888
0.80
8,954,587,746
50.67%
12,441,262
6.    To authorise the Group Audit Committee to determine the remuneration of the Auditor
8,954,828,262
99.95
4,887,454
0.05
8,959,715,716
50.70%
7,517,345
7.    To authorise the Company to make political donations
8,754,835,812
97.71
205,475,491
2.29
8,960,311,303
50.70%
7,039,523
8.    To authorise the Directors to allot shares
8,517,826,841
95.12
436,528,602
4.88
8,954,355,443
50.67%
12,893,855
9.    To disapply pre-emption rights (special resolution)
8,904,438,462
99.57
38,582,206
0.43
8,943,020,668
50.60%
23,995,702
10.  To further disapply pre-emption rights for acquisitions (special resolution)
8,885,750,302
99.36
57,542,643
0.64
8,943,292,945
50.60%
23,695,185
11.  To authorise the Directors to allot any repurchased shares
8,903,044,205
99.43
50,932,324
0.57
8,953,976,529
50.66%
13,222,148
12.  To authorise the Company to purchase its own ordinary shares (special resolution)
8,953,147,621
99.95
4,646,175
0.05
8,957,793,796
50.69%
9,411,784
13. To approve the form of share repurchase contract (special resolution)
8,952,673,483
99.95
4,503,119
0.05
8,957,176,602
50.68%
10,056,610
14.  To authorise the Directors to allot equity securities in relation to the issue of Contingent Convertible Securities
8,867,109,093
99.04
85,655,520
0.96
8,952,764,613
50.66%
13,918,488
15.  To disapply pre-emption rights in relation to the issue of Contingent Convertible Securities (special resolution)
8,826,898,622
98.60
125,020,147
1.40
8,951,918,769
50.65%
14,632,230
16. To authorise the Directors to offer a scrip dividend alternative
8,944,781,275
99.93
6,518,300
0.07
8,951,299,575
50.65%
12,884,191
17.  To amend the rules of the HSBC Share Plan 2011
8,716,852,849
97.33
239,261,675
2.67
8,956,114,524
50.68%
10,286,595
18. Cancellation of share premium account and capital redemption reserve (special resolution)
8,951,532,215
99.95
4,750,846
0.05
8,956,283,061
50.68%
10,116,944
19. To call general meetings (other than an AGM) on 14 clear days' notice (special resolution)
8,509,683,747
94.99
448,753,739
5.01
8,958,437,486
50.69%
8,022,755
20. Shareholder requisitioned resolution: Midland Clawback Campaign (special resolution)
348,171,859
3.90
8,585,892,316
96.10
8,934,064,175
50.55%
32,355,286
* based on total issued share capital (the "ISC") as at 12.01am (London time) on Thursday 1 May 2025. The Company held no ordinary shares in treasury.
 
2.         Other
              
Computershare Investor Services PLC, the Company's Share Registrar, acted as scrutineer of the poll on all resolutions.
 
A copy of the resolutions passed at the AGM (other than resolutions concerning ordinary business) has been submitted to the UK Financial Conduct Authority for publication, and will shortly be available for inspection via the National Storage Mechanism which is located at https://data.fca.org.uk/#/nsmnationalstoragemechanism.
 
As at 12.01am (London time) on Thursday 1 May 2025, the total number of issued ordinary shares of US$0.50 each entitling the holders to attend and vote on all the resolutions at the AGM was 17,673,109,992. The Company held no ordinary shares in treasury. A vote 'withheld' is not a vote in law and is therefore not counted in the calculation of the proportion of the votes 'for' and 'against' a resolution.
 
In accordance with Rule 13.39(5A) of the Hong Kong Listing Rules all Directors attended the AGM, except for Steven Guggenheimer who was unable to attend the meeting.
 
In accordance with Rule 13.40 of the Hong Kong Listing Rules there were no shares entitling the holder to attend and abstain from voting in favour of any of the resolutions. No shareholder was required under the Hong Kong Listing Rules to abstain from voting.
 
As at the time of this announcement, the following are Directors of the Company: Sir Mark Edward Tucker*, Georges Bahjat Elhedery, Geraldine Joyce Buckingham, Rachel Duan, Dame Carolyn Julie Fairbairn, James Anthony Forese, Ann Frances Godbehere, Steven Craig Guggenheimer, Manveen (Pam) Kaur, Dr José Antonio Meade Kuribreña, Kalpana Jaisingh Morparia, Eileen K Murray, Brendan Robert Nelson and Swee Lian Teo.
 
* Non-executive Group Chairman
 Independent non-executive Director
 
For and on behalf of
HSBC Holdings plc
 
Aileen Taylor
Company Secretary
 
 
 
 
 
 
SIGNATURE
 
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.
 
 
 
HSBC Holdings plc
 
 
 
By:
 
Name: Aileen Taylor
 
Title: Group Company Secretary and Chief Governance Officer
 
 
 
Date: 02 May 2025