UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): May 3, 2016
GENPACT LIMITED
(Exact name of registrant as specified in its charter)
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Bermuda |
001-33626 |
98-0533350 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
Canon's Court, 22 Victoria Street
Hamilton HM 12, Bermuda
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (441) 295-2244
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:
¨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))
On May 3, 2016, Genpact Limited, a Bermuda company (“Genpact” or the “Company”), held its 2016 annual general meeting of shareholders (the “Annual Meeting”) at Devonshire House, 1 Mayfair Place, London W1J 8AJ United Kingdom, at 10:00 a.m. local time. At the Annual Meeting, Genpact shareholders voted on three proposals. The full results of the votes are set forth below. Each proposal is described in detail in Genpact’s previously filed Proxy Statement related to the Annual Meeting.
Proposal 1
Genpact shareholders elected each of the nominees to the Board as set forth below:
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Director |
Number of Shares For |
Number of Shares Against |
Number of Shares Abstaining |
Broker Non-Votes |
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N.V. Tyagarajan |
183,987,605 |
2,199,007 |
609,465 |
5,219,362 |
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Robert Scott |
185,659,772 |
526,454 |
609,851 |
5,219,362 |
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Amit Chandra |
158,037,818 |
28,141,872 |
616,387 |
5,219,362 |
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Laura Conigliaro |
185,745,381 |
443,698 |
606,998 |
5,219,362 |
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David Humphrey |
183,911,970 |
2,275,124 |
608,983 |
5,219,362 |
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James Madden |
183,255,014 |
2,932,180 |
608,883 |
5,219,362 |
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Alex Mandl |
185,741,090 |
446,104 |
608,883 |
5,219,362 |
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CeCelia Morken |
185,738,844 |
450,330 |
606,903 |
5,219,362 |
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Mark Nunnelly |
181,654,769 |
4,532,422 |
608,886 |
5,219,362 |
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Hanspeter Spek |
184,887,910 |
1,299,184 |
608,983 |
5,219,362 |
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Mark Verdi |
159,301,429 |
26,885,665 |
608,983 |
5,219,362 |
Proposal 2
Genpact shareholders have ratified the appointment of KPMG as the company’s independent registered public accounting firm for the 2016 fiscal year as set forth below:
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Votes cast in favor |
190,475,101 |
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Votes cast against |
941,521 |
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Votes abstaining |
598,817 |
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Proposal 3
Genpact shareholders voted to approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as set forth below:
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Votes cast in favor |
184,216,445 |
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Votes cast against |
1,962,227 |
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Votes abstaining |
617,405 |
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Broker non-votes |
5,219,362 |
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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 hereunto duly authorized.
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GENPACT LIMITED |
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Date: May 6, 2016 |
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By: |
/s/ Heather D. White |
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Name: |
Heather D. White |
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Title: |
Senior Vice President |