Robert Swannell – Chairman
Engaging with our shareholders was a key action for the Board in 2012/13. We are very keen to understand the views of all our stakeholders and ensure open dialogue throughout the year, not just ahead of the AGM season. We had another full agenda in 2012/13. Marc Bolland, Alan Stewart and our Investor Relations team met with representatives from over 300 investment institutions, answering their questions and keeping them updated on our performance and plans. The level of engagement ranged from one-on-one meetings to group presentations and investor conference calls following our results announcements. In addition we held a number of investor days.
In August investors were invited to the opening of our most sustainable store at Cheshire Oaks; in October they were given a focused update on our progress to become an international multi-channel retailer and in February 2013 in Istanbul they had the opportunity to better understand our International operations and sourcing strategies. Investors, analysts and press attended the Istanbul event where they received a number of presentations and visited some of the flagship stores in the city. All presentations from these events are available to view in the Results and Presentations section of our website.
In June 2012 I hosted the second of our now annual Governance Days, details of the event are set out above. Outside of this I also met with a number of investors and industry representatives to answer their questions and better understand their policies, concerns and thinking on governance and voting. I also look to institutions to disclose details of how they voted at AGMs on their websites. Furthermore, we welcome engagement with institutions as the Financial Reporting Council’s Stewardship Code continues to be embedded.
Makinson Cowell, the capital markets advisory firm again carried out our annual investor audit of major investors’ views on the Company’s management and performance. This report provides an independent view and is presented and discussed in depth by the Board each year ahead of the AGM.
Amanda Mellor – Group Secretary
During the year we met and had a number of conversations with investors and representatives on a variety of topics. I also gave presentations and lectures on the way M&S approaches governance and stewardship to industry contacts, other company secretariat teams and to students of the Leeds Business School. The Company has responded to a number of BIS consultations on the changing remuneration and reporting framework, ensuring that we help shape good regulation and legislation.
Private shareholders continue to represent 95% of the shareholdings on our share register. We value their opinions and continue to actively engage with them. We circulate shareholder topics cards with our Notice of Meeting to ensure that the views of those shareholders unable to attend our AGM are heard. Those returned are summarised, presented to the Board and senior management and the Chairman addresses the top three topics at the meeting. Many are responded to directly. Shareholders can also email the Chairman with their comments, write to us or telephone our helpline.
We continue our efforts to drive our private shareholders to become more informed investors. A wealth of information is available on our website and our Investor Relations iPad app (available from the Apple App store) throughout the year. Our trading statements and financial results are also emailed to shareholders that have provided us with email addresses and requested to receive electronic communication.
For those with smartphones, we have again used quick response (QR) codes on our voting forms and Notice of Meeting. These provide the reader with swift access to the director biographies on our website.
We recognise that not all of our shareholders are online, and that the full Annual Report or Annual Review may provide more information than they require. We therefore suggest they receive our smaller M&S At a Glance booklet, published with the private investor in mind. We are keen to communicate that we are listening to what our shareholders and customers are telling us. We have therefore sent all shareholders a supplementary booklet which provides some detail of the significant changes that we have been making across our clothing departments. This booklet also gives a preview of some of our much anticipated Autumn collection and a discount voucher to use in store from 25 July 2013.
We remain committed to our lost shareholder programme and our search agent, ProSearch, continues to seek out those that have failed to keep their details up to date. There have been some great success stories and on many occasions individuals have also become aware of lost shareholdings in other companies, not just M&S. However, despite all our efforts there are some instances where we are unable to find the shareholder; at that stage our share forfeiture programme steps in to utilise these funds and use them for good causes.