UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 3, 2011
Accenture plc
(Exact name of Registrant as specified in its charter)
| Ireland | 001-34448 | 98-0627530 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
1 Grand Canal Square,
Grand Canal Harbour,
Dublin 2, Ireland
(Address of principal executive offices)
Registrant’s telephone number, including area code: (353) (1) 646-2000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On February 3, 2011, Accenture plc (“Accenture”) held its 2011 annual general meeting of shareholders (the “Annual Meeting”) as described in Accenture’s definitive Proxy Statement for the Annual Meeting filed on December 20, 2010. A quorum was present at the meeting as required by Accenture’s Articles of Association. The immediately following chart sets forth the number of votes cast for and against, and the number of abstention votes and broker non-votes, with respect to each matter voted upon by the shareholders:
| For | Against | Abstained | Broker Non-Votes |
|||||||||||||
| Acceptance, in a non-binding vote, of the financial statements for the fifteen month period ended August 31, 2010 as presented |
564,193,594 | 2,285,106 | 3,303,709 | 2,020 | ||||||||||||
| Re-appointment of the following directors: |
||||||||||||||||
| Charles H. Giancarlo |
499,685,044 | 4,933,957 | 962,181 | 64,203,247 | ||||||||||||
| Dennis F. Hightower |
502,000,621 | 2,635,715 | 944,431 | 64,203,662 | ||||||||||||
| Blythe J. McGarvie |
498,172,405 | 6,443,809 | 964,968 | 64,203,247 | ||||||||||||
| Mark Moody-Stuart |
501,000,017 | 3,654,386 | 926,472 | 64,203,554 | ||||||||||||
| Pierre Nanterme |
503,579,584 | 1,433,300 | 567,817 | 64,203,728 | ||||||||||||
| Ratification, in a non-binding vote, of appointment of KPMG as independent auditors for the 2011 fiscal year and authorization, in a binding vote, of the Board, acting through the Audit Committee to determine KPMG’s remuneration |
566,297,130 | 3,050,610 | 436,689 | 0 | ||||||||||||
| Approval, in a non-binding vote, of the compensation of the named executive officers |
454,162,405 | 48,745,199 | 2,620,818 | 64,256,007 | ||||||||||||
| Authorization to hold the 2012 annual general meeting of shareholders of Accenture plc at a location outside of Ireland |
567,585,775 | 1,561,184 | 636,443 | 1,027 | ||||||||||||
| Authorization of Accenture to make open-market purchases of Accenture plc Class A ordinary shares |
531,091,177 | 38,041,530 | 650,141 | 1,581 | ||||||||||||
| Determination of the price range at which Accenture plc can re-issue shares that it acquires as treasury stock |
565,855,278 | 2,516,025 | 1,412,678 | 448 | ||||||||||||
Additionally, set forth below are the voting results on the following matter:
| One Year | Two Years | Three Years | Abstained | Broker Non-Votes |
||||||||||||||||
| Recommendation, non-binding, of the frequency of shareholder vote on executive compensation |
367,275,173 | 5,080,498 | 131,416,310 | 1,798,856 | 64,213,592 | |||||||||||||||
In light of the voting results with respect to the frequency of shareholder votes on executive compensation, Accenture’s Board of Directors has decided that Accenture will hold an annual advisory vote on the compensation of named executive officers until the next required vote on the frequency of shareholder votes on the compensation of executives. Accenture is required to hold votes on frequency every six years.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: February 4, 2011 | ACCENTURE PLC | |||
| By: | /s/ Julie S. Sweet | |||
| Name: | Julie S. Sweet | |||
| Title: | General Counsel, Secretary & Chief | |||
| Compliance Officer | ||||