Summary
Johnson Controls International plc (JCI) filed an 8-K on March 9, 2017, detailing the outcomes of its Annual General Meeting of Shareholders held on March 8, 2017. The meeting saw strong shareholder support for the re-election of all incumbent directors to the Board. Additionally, shareholders overwhelmingly ratified the appointment of PricewaterhouseCoopers LLP as the company's independent auditor and approved the Audit Committee's authority to set auditor remuneration. Key management proposals also received substantial approval, including authorizations for market purchases of company shares, determination of reissuance price ranges for treasury shares, and approval of material terms for the company's 2012 Share and Incentive Plan. Shareholders also supported the Board's authority to allot shares and to waive statutory pre-emption rights under specific conditions. Importantly, an advisory vote on executive compensation passed, and shareholders favored an annual frequency for such votes.
Key Highlights
- 1All incumbent directors were re-elected to the Board of Directors with a significant majority of votes cast.
- 2Shareholders overwhelmingly ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor.
- 3Approval was granted for the Audit Committee to set the independent auditors' remuneration.
- 4Shareholders approved management proposals authorizing market purchases of JCI shares and setting the price range for reissuing treasury shares.
- 5An advisory vote on executive compensation was approved by shareholders.
- 6Shareholders voted in favor of an annual advisory vote on executive compensation.
- 7The company received approval for its Board to allot shares and to waive pre-emption rights for certain issuances.