AGM resolutions
We are continuing our policy that
shareholders vote on the annual report at the AGM. Shareholders will also again
be asked to vote separately on the Report on directors’ remuneration.
It is part
of our policy to involve shareholders fully in the affairs of the company and
to give them the opportunity at the AGM to ask questions about BT’s activities
and prospects. We also give shareholders the opportunity to vote on every substantially
different issue by proposing a separate resolution for each issue.
The proxy votes
for and against each resolution, as well as votes withheld, will be counted
before the AGM and the results will be made available at the meeting after the
shareholders have voted on each resolution on a show of hands, and at the end
of the meeting. They will also be posted on our website as soon as possible
after the meeting. It is our policy for all directors to attend the AGM if at
all possible. Whilst, because of ill health or other pressing reasons, this
may not always be possible, in normal circumstances this means that the chairmen
of the Audit, Nominating and Remuneration committees are at the AGM and
are available to answer relevant questions. All the directors attended the 2007
AGM.
The resolutions
to be proposed at the AGM at The Barbican Centre on 16 July 2008, together with
explanatory notes, appear in the separate Annual Review & Notice of Meeting
2008 which is sent to all shareholders together with the Annual Report &
Form 20-F (if requested). These documents are sent out in the most cost-effective
fashion, given the large number of shareholders. We aim to give as much notice
as possible and at least 21 clear days’ notice, as required by our articles
of association. In practice, these documents are being sent to shareholders
more than 20 working days before the AGM.
Resolutions
to reappoint PricewaterhouseCoopers LLP as BT’s auditors and to authorise
the directors to agree their remuneration will also be proposed at the AGM.
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