Form 8-K Shire plc For: Apr 28

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April 28, 2015 2:35 PM EDT
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K


CURRENT REPORT


Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): April 28, 2015

Shire plc
_________________________________________________________________________

(Exact name of registrant as specified in its charter)

Jersey, Channel Islands
_________________________________________________________________________

(State or other jurisdiction of incorporation)

0-29630                                                  98-0601486
(Commission File Number)                (IRS Employer Identification No.)

5 Riverwalk, Citywest Business Campus, Dublin
24, Republic of Ireland
_________________________________________________________________________

(Address of principal executive offices)                              (Zip code)

Registrant's telephone number, including area code               +353 1 429 7700


_________________________________________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.f13e-4(c))
 
 
 
 

Item 5.07. Submission of Matters to a Vote of Security Holders.

     The Company has issued a press release announcing the results of the annual general meeting which is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01.  Financial Statements and Exhibits

                  (d)  Exhibits.  The following exhibit is filed herewith:

99.1
Press Release dated April 28, 2015


 
 
 

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 hereunto duly authorized.

SHIRE PLC
 
 
By:
/s/ T May
 
Name:
Tatjana May
 
Title:
Company Secretary
 
Dated: April 28, 2015
 
 
 
 
 
EXHIBIT INDEX
 
Number
Description
 
99.1
Press Release dated April 28, 2015
 
 

 
 
Exhibit 99.1
 
Press Release
www.shire.com
 
 
Results of the 2015 Annual General Meeting

April 28, 2015 – Shire plc (LSE: SHP, NASDAQ: SHPG) (the “Company”) announces that at its Annual General Meeting held at The Merrion Hotel, Upper Merrion Street, Dublin 2, Ireland at 2.45pm today, all resolutions contained in the Notice of Meeting were decided by poll vote.  The results of the poll are as follows:

Resolutions
For (including
discretionary
votes)
%
Against
%
Votes cast
as a % of
relevant
shares in
issue
Withheld
Ordinary Resolutions
1. To receive the Company’s Annual Report and Accounts for the year ended December 31, 2014.
438,413,528
99.13
3,865,083
0.87
74.76
1,417,850
2. To approve the Directors’ Remuneration Report.
429,855,512
97.20
12,372,754
2.80
74.75
1,468,195
3. To approve the Directors’ Remuneration Policy.
414,168,513
93.99
26,500,604
6.01
74.49
3,027,344
4. To elect Dominic Blakemore as a Director.
425,224,988
96.22
16,683,913
3.78
74.70
1,787,560
5. To re-elect William Burns as a Director.
440,687,897
99.64
1,573,615
0.36
74.75
1,434,949
6. To re-elect Dr. Steven Gillis as a Director.
438,960,079
99.25
3,300,979
0.75
74.75
1,435,403
7. To re-elect Dr. David Ginsburg as a Director.
442,090,768
99.96
170,504
0.04
74.75
1,435,189
8. To re-elect David Kappler as a Director.
433,823,989
98.25
7,732,861
1.75
74.64
2,139,611
9. To re-elect Susan Kilsby as a Director.
427,582,010
96.68
14,681,728
3.32
74.76
1,432,723
10. To re-elect Anne Minto as a Director.
429,569,604
97.15
12,580,758
2.85
74.74
1,546,099
11. To re-elect Dr. Flemming Ornskov as a Director.
442,091,049
99.96
174,121
0.04
74.76
1,431,291
12 .To re-appoint Deloitte LLP as the Company’s Auditor.
409,645,636
92.82
31,682,655
7.18
74.60
2,368,170
13. To authorize the Audit, Compliance & Risk Committee to determine the remuneration of the Auditor.
417,660,298
94.45
24,549,709
5.55
74.75
1,486,454
14. To approve the Shire Long Term Incentive Plan 2015.
395,422,460
90.35
42,216,836
9.65
73.97
6,057,165
 
 
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX
 
 
 
 
15. To approve the Shire Global Employee Stock Purchase Plan.
437,887,308
99.22
3,427,952
0.78
74.59
2,381,201
16. To authorize the allotment of shares.
415,267,543
94.42
24,518,586
5.58
74.34
3,910,332
Special Resolutions
17. To authorize the disapplication of pre-emption rights.
424,987,901
96.89
13,648,641
3.11
74.14
5,059,919
18. To authorize purchases of own shares.
441,910,866
99.93
303,040
0.07
74.75
1,482,555
19. To approve the notice period for general meetings.
391,913,232
88.61
50,365,471
11.39
74.76
1,417,758

As at the record date, April 26, 2015, there were 591,616,476 ordinary shares in issue (excluding shares held in treasury).  Shareholders are entitled to one vote per share. A vote “withheld” is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.

In accordance with Listing Rule 9.6.2R copies of the relevant resolutions passed at the meeting have been submitted to the National Storage Mechanism and will be available for viewing shortly at: www.morningstar.co.uk/uk/nsm.


Tony Guthrie
Deputy Company Secretary

 
For further information please contact:

Investor Relations
    
     
Sarah Elton-Farr
+44 1256 894157

NOTES TO EDITORS

Shire enables people with life-altering conditions to lead better lives.

Our strategy is to focus on developing and marketing innovative specialty medicines to meet significant unmet patient needs.

We focus on providing treatments in Rare Diseases, Neuroscience, Gastrointestinal and Internal Medicine and we are developing treatments for symptomatic conditions treated by specialist physicians in other targeted therapeutic areas, such as Ophthalmics.

www.shire.com

 
 

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