Pearson PLC Update on Resolution 10 - 2020 AGM vote (0850D)
23 October 2020 - 10:52PM
UK Regulatory
TIDMPSON
RNS Number : 0850D
Pearson PLC
23 October 2020
Pearson plc ('Pearson')
Update on Resolution 10 - 2020 Annual General Meeting vote
In accordance with the requirements of the UK Corporate
Governance Code (2018), Pearson is providing this update following
a significant vote (defined as above 20%) against a resolution at
our Annual General Meeting ("AGM") held on 24 April 2020.
Immediately following the AGM we acknowledged the result of the
vote on the re-election of Michael Lynton (Resolution 10), which
saw 67.5% of votes validly cast by shareholders in favour of Mr
Lynton's re-election.
Based on views expressed in the run-up to Pearson's 2020 AGM, we
understand that a significant minority of our shareholders voted
against Mr Lynton's re-election because they believe that he has
too many non-Pearson commitments, including in other listed
companies. The matter has since been discussed in some shareholder
meetings following the AGM.
As noted in our 2019 Annual Report, Mr Lynton and the Chair,
Sidney Taurel, agreed to review Mr Lynton's situation over the
course of 2020 in relation to his other commitments. Mr Lynton
agreed that he would not stand for re-election to the Pearson Board
at the 2021 AGM should his circumstances remain unchanged. Mindful
of Pearson's own internal guidance and shareholder sentiment in
relation to the matter of directors' commitments, the situation
remains under review and we will provide a further update in due
course.
The Board is confident that Mr Lynton discharges effectively his
role as a Director, notwithstanding his other board commitments. Mr
Lynton has demonstrated a full attendance record at the Pearson
Board, and at the Committees on which he serves, since his
appointment in 2018.
The Board remains fully committed to shareholder engagement and
we welcome ongoing dialogue with all of our investors on this, and
indeed any other issue.
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