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2008 AGM

The company is required by law to hold a general meeting of its shareholders each year (the Annual General Meeting - "AGM"). If an important matter requiring shareholder approval cannot wait until the next AGM, the company will call an Extraordinary General Meeting ("EGM").

As an ordinary shareholder you are entitled to attend, speak and vote at general meetings of the company.

As an ADR holder you are entitled to vote by proxy which is then exercised on your behalf by the depositary bank, The Bank of New York.

If you attend a general meeting, you can vote in person on each resolution. If you cannot attend, you may appoint a proxy to vote on your behalf and your proxy can vote on a poll.

Annual General Meeting (AGM)

The Diageo AGM is held in October each year and gives you the opportunity to vote on various company matters, either by attending the meeting and voting in person or by sending in a proxy vote (to be used for a polled vote) in hard copy or electronic form.

If you attend the AGM, you have the opportunity to put questions to the board of directors and to speak to individual directors personally after the meeting. If you are unable to attend, or if you have any questions you wish to put to any of the directors during the course of the year, you may write to the company

Click here for contact details

Holders of Diageo ADRs will receive voting materials and have the sole right to vote the ordinary shares of Diageo represented by their ADRs, which are held by The Bank of New York. The proxy votes received by the return-by-date are then exercised through The Bank of New York. To be eligible to vote, ADR holders must be on the Register on the AGM record date.

Click here to find our the AGM record date

2008 AGM

The 2008 Diageo AGM was held at The Queen Elizabeth II Conference Centre, Broad Sanctuary, Westminster, London SW1P 3EE on Wednesday 15 October 2008 at 2.30 pm.

The following resolutions were passed at the meeting.

Resolution

Votes for %* Votes against %* Votes withheld
Reports and accounts 2008 1,696,809,740 97.90 36,389,112 2.10 2,480,482
Directors' remuneration report 2008** 1,669,341,825 97.35 45,462,070 2.65 20,870,345
Declaration of final dividend 1,733,473,195 99.98 328,287 0.02 1,876,401
Re-election of Dr F B Humer 1,710,934,417 98.71 22,396,591 1.29 2,345,557
Re-election of Ms M Lilja 1,722,952,506 99.40 10,361,859 0.60 2,356,260
Re-election of Mr W S Shanahan 1,717,001,764 99.35 11,210,218 0.65 7,302,719
Re-election of Mr H T Stitzer 1,722,873,462 99.42 10,031,421 0.58 2,608,266
Election of Mr P G Scott 1,723,013,049 99.43 9,888,646 0.57 2,613,473
Re-appointment and remuneration of auditor 1,693,575,097 99.03 16,537,850 0.97 25,399,204
Authority to allot relevant securities 1,710,332,121 98.71 22,381,184 1.29 2,795,883
Disapplication of pre-emption rights 1,696,763,123 97.94 35,606,546 2.06 3,144,611
Authority to purchase own ordinary shares 1,731,495,978 99.89 1,947,590 0.11 2,071,958
Authority to make political donations/expenditure** 1,591,473,182 96.60 56,087,198 3.40 87,958,697
Performance Share Plan** 1,601,938,103 94.27 97,408,071 5.73 36,160,171
Senior Executive Share Option Plan** 1,646,112,795 96.27 63,777,381 3.73 25,615,150
International Share Plans** 1,674,229,067 96.87 54,170,901 3.13 7,117,950
Amendments to articles of association** 1,679,526,588 97.10 50,207,947 2.90 5,779,663

* As a percentage of the aggregate of votes For plus votes Against (i.e. excluding votes Withheld).

**Resolutions passed other than those concerning ordinary business.

Click here for 2008 AGM documents

Extraordinary General Meeting (EGM)

The company will call an EGM if an important matter requiring shareholder approval cannot wait until the next AGM.

For example, an EGM was held on 2 October 2000 to enable shareholders to vote on the proposed disposal of Pillsbury to General Mills, Inc.

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