Annual General Meeting 2023
At the Annual General Meeting (“AGM”) of YouGov plc held at 50 Featherstone Street, London EC1Y 8RT on Thursday 7 December 2023 at 8.30 am GMT, all resolutions were passed.
Information and documentation relevant to the business of the AGM is set out below.
- Annual Report and Accounts for the year ended 31 July 2023, including the Notice of AGM 2023
- Form of Proxy 2023
Following a competitive and comprehensive tender process, Grant Thornton UK LLP (“Grant Thornton”) has been appointed as the Company's new auditor. The Company has put the appointment of Grant Thornton as auditor to a vote of shareholders at the upcoming AGM.
PricewaterhouseCoopers LLP ("PwC") has resigned and, as required by section 519 of the Companies Act 2006, has deposited the below statement with the Company that there are no circumstances in connection with its resignation as auditor that should be brought to the attention of members or creditors of the Company.
Details of New Long-Term Incentive Plan
As announced on 10 October 2023, at the upcoming AGM, the Company is seeking shareholder approval for a new Long-Term Incentive Plan 2023 ("LTIP 2023"). Full details of LTIP 2023 are included in the 2023 Annual Report. The Plan Rules and supplemental information on the Performance Targets which have been set for the first awards to be granted under the LTIP 2023 are available in the below documents.
- LTIP 2023 Rules
- Supplemental Information on LTIP 2023 FY24 Awards Performance Targets (for information)
Election of Directors
In keeping with the Board’s aim of following best corporate governance practice where appropriate, and in accordance with the Company’s Articles of Association, each Director is required to stand for election or re-election by shareholders at each AGM. All Directors are put forward for re-election at this AGM, including Stephan Shakespeare who is proposed for re-election as a Director in his new capacity as Non-Executive Chair.
The Board is satisfied that each of the Directors bring a range of skills, experience and knowledge to the Board which supports the Company’s strategy. The Board is also satisfied that each Non-Executive Director offering themself for re-election is independent in character with the exception of the Chair by virtue of his prior role as Chief Executive Officer, and that there are no relationships or circumstances likely to affect their character or judgement. Accordingly, the Board unanimously recommends that all Directors standing for re-election continue to serve as Directors of the Company and that the Director standing for election be confirmed to post.
For information about the Directors’ background and experience, see pages 78 to 81 of the 2023 Annual Report. For information regarding how the Board has considered the independence of the Directors, see page 84 of the 2023 Annual Report. For information on Board succession planning activity and decisions in the year, see the Nomination Committee Report on pages 92 to 94 including the Senior Independent Director’s Statement on page 95 of the 2023 Annual Report. For details of the Company’s recent Board succession announcements see Board Succession Announcements 2022-23.
Further information relevant to shareholders is available at Shareholdings.
Questions should be submitted to the Company by email to email@example.com by no later than 8:30 am GMT on Friday 1 December 2023.