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 Mellon.
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
2012 AGM
The 2012 Diageo AGM was held at 2.30 pm on Wednesday, 17 October 2012 at Church House Conference Centre, Dean’s Yard, Westminster, London, SW1P 3NZ. The company's issued share capital at the latest practicable time before the date on which notice of meeting was given ('the Latest Practicable Date') was 2,506,110,063 Ordinary Shares carrying one vote each, excluding any Ordinary Shares held as treasury shares. As at the Latest Practicable Date, the company held 248,005,922 treasury shares representing 10% of the company's issued share capital (excluding treasury shares) as at that date. As at the Latest Practicable Date the total number of voting rights in the company was, therefore, 2,506,110,063.
| Resolution |
VOTES FOR |
%* |
VOTES AGAINST |
%* |
VOTE WITHELD |
| Reports and accounts 2012 |
1,786,124,018 |
99.27% |
13,060,463 |
0.73% |
30,907,326 |
| Directors’ remuneration report 2012 |
1,690,276,063 |
92.54% |
136,267,048 |
7.46% |
3,544,158 |
| Declaration of final dividend |
1,827,866,279 |
99.99% |
209,659 |
0.01% |
2,015,870 |
| Re-election of PB Bruzelius as a director |
1,805,914,176 |
99.43% |
10,314,237 |
0.57% |
13,862,356 |
| Re-election of LM Danon as a director |
1,806,655,107 |
99.45% |
10,006,519 |
0.55% |
13,429,143 |
| Re-election of Lord Davies as a director |
1,815,533,124 |
99.33% |
12,336,326 |
0.67% |
2,221,320 |
| Re-election of BD Holden as a director |
1,819,628,954 |
99.59% |
7,487,750 |
0.41% |
2,974,066 |
| Re-election of Dr FB Humer as a director |
1,815,881,118 |
99.34% |
12,013,567 |
0.66% |
2,196,548 |
| Re-election of D Mahlan as a director |
1,814,430,668 |
99.26% |
13,488,919 |
0.74% |
2,171,183 |
| Re-election of PG Scott as a director |
1,820,260,120 |
99.58% |
7,656,354 |
0.42% |
2,174,296 |
| Re-election of HT Stitzer as a director |
1,819,161,376 |
99.53% |
8,660,016 |
0.47% |
2,269,378 |
| Re-election of PS Walsh as a director |
1,733,199,633 |
95.39% |
83,838,712 |
4.61% |
13,052,424 |
| Election of Ho KwongPing as director |
1,820,188,354 |
99.58% |
7,589,030 |
0.42% |
2,313,563 |
| Election of IM Menezes as director |
1,815,452,670 |
99.32% |
12,451,859 |
0.68% |
2,185,685 |
| Re-appointment of auditor |
1,800,222,755 |
99.33% |
12,166,171 |
0.67% |
17,702,482 |
| Remuneration of auditor |
1,818,820,311 |
99.52% |
8,706,549 |
0.48% |
2,564,087 |
| Authority to allot shares |
1,806,823,718 |
98.87% |
20,697,453 |
1.13% |
2,570,239 |
| Disapplication of pre-emption rights |
1,817,192,547 |
99.47% |
9,699,738 |
0.53% |
3,193,969 |
| Authority to purchase own ordinary shares |
1,812,010,686 |
99.75% |
4,567,743 |
0.25% |
13,508,621 |
| Authority to make political donations and/or to incur political expenditure in the EU** |
1,779,427,059 |
97.54% |
44,954,247 |
2.46% |
5,709,939 |
| Reduced notice of a general meeting other than an annual general meeting** |
1,634,721,704 |
89.45% |
192,755,800 |
10.55% |
2,610,309 |
* 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 2012 AGM documents
General Meeting (GM)
The company will call a GM 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.
