Valaris Ltd - FORM 8-K - May 23, 2014

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Valaris Ltd Reports

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 19, 2014

Ensco plc

(Exact name of registrant as specified in its charter)




England and Wales	1-8097	98-0635229
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6 Chesterfield Gardens

London, England W1J 5BQ

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: 44 (0) 20 7659 4660

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))

TABLE OF CONTENTS



INFORMATION TO BE INCLUDED IN THE REPORT
Item 5.07 Submission of Matters to a Vote of Security Holders	2
SIGNATURE	4

Item 5.07 Submission of Matters to a Vote of Security Holders

(a) The Company held its 2014 annual general meeting of shareholders in London, England on May 19, 2014.

(b) There were 233,711,184 Class A ordinary shares ("shares") entitled to vote at the meeting based on the March 28, 2014 record date, of which 202,751,226 shares, or approximately 86.8%, were present and voting in person or by proxy. The following matters, detailed descriptions of which are contained in the Company's proxy statement dated April 7, 2014, were voted on at the meeting:

(i) To re-elect Directors to serve until the 2015 Annual General Meeting of Shareholders:

(ii) To authorise the Board of Directors to allot shares:

(iii) To ratify the Audit Committee's appointment of KPMG LLP as our U.S. independent registered public accounting firm for the year ended 31 December 2014:

(iv) To re-appoint KPMG Audit Plc as our U.K. statutory auditors under the U.K. Companies Act 2006 (to hold office from the conclusion of the Annual General Meeting of Shareholders until the conclusion of the next annual general meeting of shareholders at which accounts are laid before the Company):

(v) To authorise the Audit Committee to determine our U.K. statutory auditors' remuneration:

(vi) To approve the Directors' Remuneration Policy:

(vii) A non-binding advisory vote to approve the Directors' Remuneration Report for the year ended 31 December 2013:

(viii) A non-binding advisory vote to approve the compensation of our named executive officers:

(ix) A non-binding advisory vote to approve the reports of the auditors and the directors and the U.K. statutory accounts for the year ended 31 December 2013:

(x) To approve a Capital Reorganisation:

(xi) To approve the disapplication of pre-emption rights:

SIGNATURE

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.



		Ensco plc

Date: May 23, 2014		/s/ ROBERT W. EDWARDS III Robert W. Edwards III Controller

a. J. Roderick Clark

Votes Against

Votes Abstain