Standard Chartered : Result of AGM - Resolutions Passed at Annual General Meeting Wednesday 12 May 2021

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STANDARD CHARTERED PLC

渣打集團有限公司

(Incorporated as a public limited company in England and Wales with limited liability)

(Registered Number: 966425)

(Stock Code: 02888)

RESULT OF AGM

RESOLUTIONS PASSED AT ANNUAL GENERAL MEETING

Wednesday 12 May 2021

Standard Chartered PLC (the 'Company') announces the result of voting on the resolutions at its Annual General Meeting ('AGM') held on Wednesday 12 May 2021, as set out in the Notice of AGM.

A poll was held on each of the resolutions and was passed by the required majority. Resolutions 1 to 23 were passed as ordinary resolutions. Resolutions 24 to 29 were passed as special resolutions. The results of the poll were as follows:

			Votes		Votes	Total	% of
Resolution	Votes For	%	%	ISC
Against	Withheld	Votes
				voted
1. To receive the Company's
annual report and accounts for the
financial year ended 31 December	609,538,852	99.65	2,142,527	0.35	1,195,862	611,681,379	78.44
2020 together with the reports of
the directors and auditors.
2. To declare a final dividend of
US$0.09 per ordinary share for the	612,093,837	99.88	730,828	0.12	52,576	612,824,665	78.59
year ended 31 December 2020.
3. To approve the annual report on
remuneration contained in the	596,685,018	98.59	8,508,938	1.41	7,673,691	605,193,956	77.61
Directors' Remuneration Report for
the year ended 31 December 2020.
4. To elect Maria Ramos, an
independent non-executive	612,524,940	99.96	219,617	0.04	132,605	612,744,557	78.58
director.
5. To re-elect David Conner, an
independent non-executive	612,613,621	99.97	183,713	0.03	80,656	612,797,334	78.59
director.
6. To re-elect Byron Grote, an
independent non-executive	603,180,974	98.44	9,560,562	1.56	136,844	612,741,536	78.58
director.

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			Votes		Votes	Total	% of
Resolution	Votes For	%	%	ISC
Against	Withheld	Votes
				voted
7. To re-elect Andy Halford, an	612,370,639	99.93	432,966	0.07	74,780	612,803,605	78.59
executive director.
8. To re-elect Christine Hodgson,
CBE, an independent non-	602,835,750	99.54	2,799,162	0.46	7,243,470	605,634,912	77.67
executive director.
9. To re-elect Gay Huey Evans,
OBE, an independent non-	612,555,113	99.96	235,874	0.04	87,399	612,790,987	78.59
executive director.
10. To re-elect Naguib Kheraj, an
independent non-executive	610,168,899	99.57	2,621,935	0.43	87,548	612,790,834	78.59
director.
11. To re-elect Phil Rivett, an
independent non-executive	610,170,782	99.57	2,613,969	0.43	93,629	612,784,751	78.59
director.
12. To re-elect David Tang, an
independent non-executive	612,610,005	99.97	178,117	0.03	90,341	612,788,122	78.59
director.
13. To re-elect Carlson Tong, an
independent non-executive	612,558,604	99.97	173,036	0.03	146,824	612,731,640	78.58
director.
14. To re-elect José Viñals, as	592,330,407	97.41	15,750,855	2.59	4,797,112	608,081,262	77.98
Group Chairman.
15. To re-elect Jasmine Whitbread,
an independent non-executive	610,132,113	99.57	2,659,434	0.43	86,833	612,791,547	78.59
director.
16. To re-elect Bill Winters, CBE,	612,509,039	99.97	196,318	0.03	173,029	612,705,357	78.58
an executive director.
17. To re-appoint Ernst & Young
LLP as auditor to the Company	608,043,361	99.22	4,774,589	0.78	60,512	612,817,950	78.59
from the end of the AGM until the
end of next year's AGM.
18. To authorise the Audit
Committee, acting for and on	612,492,490	99.95	325,492	0.05	60,479	612,817,982	78.59
behalf of the Board, to set the
remuneration of the auditor.
19. To authorise the Company and
its subsidiaries to make political
donations and incur political	607,091,493	99.07	5,694,204	0.93	92,231	612,785,697	78.59
expenditure within the limits
prescribed in the resolution.
20. To approve the 2021 Standard
Chartered Share Plan and
authorise the Board to do anything	604,960,923	98.72	7,867,553	1.28	49,905	612,828,476	78.59
it considers necessary or desirable
for its implementation and
operation.
21. To authorise the Board to allot	594,777,133	97.09	17,853,650	2.91	247,594	612,630,783	78.57
ordinary shares.

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			Votes		Votes	Total	% of
Resolution	Votes For	%	%	ISC
Against	Withheld	Votes
				voted
22. To extend the authority to allot
shares granted pursuant to
resolution 21 by such number of	595,583,468	97.47	15,428,068	2.53	1,866,846	611,011,536	78.36
shares repurchased by the
Company under the authority
granted pursuant to resolution 27.
23. To authorise the Board to allot
shares and grant rights to
subscribe for or to convert any
security into shares in relation to	604,261,847	98.90	6,738,696	1.10	1,877,840	611,000,543	78.36
any issue by the Company of
Equity Convertible Additional Tier 1
Securities.
24. To authorise the Board to
disapply pre-emption rights in	606,899,574	99.33	4,082,895	0.67	1,895,914	610,982,469	78.36
relation to the authority granted
pursuant to resolution 21.
25. In addition to the authority
granted pursuant to resolution 24,
to authorise the Board to disapply
pre-emption rights in relation to the	597,553,370	97.80	13,467,720	2.20	1,857,291	611,021,090	78.36
authority granted pursuant to
resolution 21 for the purposes of
acquisitions and other capital
investments.
26. In addition to the authorities
granted pursuant to resolutions 24
and 25, to authorise the Board to
disapply pre-emption rights in	600,953,095	98.35	10,054,442	1.65	1,870,747	611,007,537	78.36
relation to the authority granted, in
respect of Equity Convertible
Additional Tier 1 Securities,
pursuant to resolution 23.
27. To authorise the Company to	605,114,743	98.95	6,432,167	1.05	1,330,051	611,546,910	78.43
purchase its own ordinary shares.
28. To authorise the Company to
purchase its own preference	610,465,766	99.82	1,081,957	0.18	1,330,735	611,547,723	78.43
shares.
29. To enable the Company to call
a general meeting other than an	583,487,507	95.22	29,310,852	4.78	76,146	612,798,359	78.59
Annual General Meeting on no less
than 14 clear days' notice.

As at the date of the AGM, the number of issued ordinary shares of the Company was 3,119,033,863, which was the total number of shares entitling the holders to attend and vote for or against all resolutions. There was no share entitling the holder to attend and abstain from voting in favour of any of the resolutions as set out in rule 13.40 of the Hong Kong Listing Rules. In accordance with the Company's Articles of Association, on a poll every member has one vote for every four shares held, therefore the total number of voting rights was 779,758,465. Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or 'against' a resolution. Proxy appointments which gave discretion to the Chairman have been included in the 'for' total.

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There were no restrictions on any shareholders casting votes on any of the resolutions proposed at the AGM, save resolution 21. Directors (excluding independent non-executive directors) and their respective associates were required to abstain, and have abstained, from resolution 21 which affected a total of 719,266 voting rights. The scrutineer of the poll was Computershare Investor Services PLC, the Company's Share Registrar.

Copies of resolutions put to shareholders at the AGM today will be submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's National Storage Mechanism, which can be accessed at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information, please contact:

Julie Gibson

Global Head, Media Relations 1 Basinghall Avenue London

EC2V 5DD

[phone]

By Order of the Board

Amanda Mellor

Group Company Secretary

Hong Kong, 13 May 2021

As at the date of this announcement, the Board of Directors of the Company comprises:

Chairman:

José María Viñals Iñiguez

Executive Directors:

William Thomas Winters, CBE and Andrew Nigel Halford

Independent Non-Executive Directors:

David Philbrick Conner; Byron Elmer Grote; Christine Mary Hodgson, CBE (Senior Independent Director); Gay Huey Evans, OBE; Naguib Kheraj (Deputy Chairman); Maria da Conceicao das Neves Calha Ramos; Philip George Rivett; David Tang; Carlson Tong and Jasmine Mary Whitbread

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