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 9, 2012
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 9, 2012, Accenture plc (“Accenture”) held its 2012 annual general meeting of shareholders (the “Annual Meeting”) as described in Accenture’s definitive proxy statement for the Annual Meeting filed on December 19, 2011. 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 |
|||||||||||||
| 1. Acceptance, in a non-binding vote, of the financial statements for the twelve month period ended August 31, 2011 as presented |
580,348,625 | 211,316 | 2,666,864 | 359 | ||||||||||||
| 2. Re-appointment of the following directors: |
||||||||||||||||
| Dina Dublon |
525,313,778 | 3,484,555 | 952,459 | 53,476,372 | ||||||||||||
| William D. Green |
524,452,356 | 4,789,437 | 508,764 | 53,476,607 | ||||||||||||
| Nobuyuki Idei |
521,966,397 | 6,613,096 | 1,171,061 | 53,476,610 | ||||||||||||
| Marjorie Magner |
526,886,364 | 1,606,633 | 1,257,557 | 53,476,610 | ||||||||||||
| 3. Ratification, in a non-binding vote, of the appointment of KPMG as independent auditors for a term expiring at Accenture’s 2013 annual general meeting of shareholders and authorization, in a binding vote, of the Board of Directors of Accenture (the “Board”), acting through the Audit Committee, to determine KPMG’s remuneration |
581,150,512 | 1,613,361 | 463,291 | 0 | ||||||||||||
| 4. Approval, in a non-binding vote, of the compensation of the named executive officers |
491,082,603 | 36,082,899 | 2,585,545 | 53,476,117 | ||||||||||||
| 5. Approval of amendments to Accenture’s articles of association to provide for the phased-in declassification of the Board, beginning in 2013 |
579,132,610 | 2,007,251 | 2,086,890 | 413 | ||||||||||||
| 6. Authorization to hold the 2013 annual general meeting of shareholders of Accenture at a location outside of Ireland |
579,547,929 | 3,206,108 | 473,127 | 0 | ||||||||||||
| 7. Authorization of Accenture to make open-market purchases of Accenture Class A ordinary shares |
576,905,132 | 5,849,402 | 472,630 | 0 | ||||||||||||
| 8. Determination of the price range at which Accenture can re-issue shares that it acquires as treasury stock |
575,018,664 | 7,385,695 | 822,805 | 0 | ||||||||||||
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 9, 2012 | ACCENTURE PLC | |||
| By: | /s/ Julie S. Sweet | |||
| Name: | Julie S. Sweet | |||
| Title: | General Counsel, Secretary & Chief Compliance Officer | |||