Washington DC 20549







PURSUANT TO RULE 13a-16 AND 15d-16  



May 5, 2017



InterContinental Hotels Group PLC

(Registrant’s name)



Broadwater Park  

Denham, Buckinghamshire UB9 5HR  

(Address of principal executive offices)




Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.


20-F  x              Form 40-F  ¨


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨


Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


Yes x             No ¨    


If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):


 The information contained in this report is incorporated by reference into Registration Statement Nos. 333-197846, 333-181334 and 333-126139. 











99.1   Result of AGM


The information contained in this report is incorporated by reference into Registration Statement Nos. 333-197846, 333-181334 and 333-126139.




Exhibit 99.1

5 May 2017


InterContinental Hotels Group PLC ("IHG" or the "Company")


Results of 2017 Annual General Meeting: Special Dividend and Share Consolidation


The Annual General Meeting of InterContinental Hotels Group PLC was held on 5 May 2017. All resolutions set out in the Notice of AGM sent to Shareholders on 4 April 2017 were duly passed, including the resolution in connection with IHG’s proposed Share Consolidation.


Special Dividend


The Share Consolidation was proposed in the context of a Special Dividend of US$2.025 per Existing Ordinary Share or per ADS (as applicable) immediately prior to the Share Consolidation. Following today’s approval of all of the resolutions by Shareholders, the Board has approved the payment of the Special Dividend of US$2.025 per Existing Ordinary Share or per ADS (as applicable) to Shareholders on the Register as at 6.00pm today, 5 May 2017, in Pounds Sterling and to ADR holders on the ADR register as at 4.00pm (New York time) today, 5 May 2017 (being the close of business on the day before the ADR effective date), in US dollars. The Pounds Sterling amount to be paid in respect of the Special Dividend will be announced on 11 May 2017, based on the average of the market exchange rates on the three dealing days commencing 8 May 2017, using the WM/Reuters closing midpoint spot rate as at 4:00pm (London time). The Special Dividend is expected to be paid to Shareholders and to holders of ADRs on 22 May 2017.


Listing and Trading Application


Application has been made for 197,597,610 New Ordinary Shares of 19 17/21 pence (including 7,607,430 treasury shares) to be admitted to the premium segment of the Official List to the UK Listing Authority and to be admitted to trading on the London Stock Exchange's main market for listed securities to the London Stock Exchange. It is expected that dealings in the New Ordinary Shares will commence on 8 May 2017.


Results of Annual General Meeting


Voting was conducted by way of a poll on all resolutions proposed at the Annual General Meeting. The number of votes for and against each of the resolutions put before the Annual General Meeting and the number of votes withheld were as follows:


1 Report and Accounts 2016 125,739,484 99.91 108,005 0.09 125,847,489 71,002
2 Directors’ Remuneration Policy 120,328,350 95.76 5,332,320 4.24 125,660,670 261,819
3 Directors’ Remuneration Report 2016 119,155,451 96.42 4,426,549 3.58 123,582,000 2,340,489
4 Declaration of final dividend 125,626,434 99.80 246,246 0.20 125,872,680 45,811
5(a) Election of Malina Ngai as a Director 125,753,203 99.92 97,214 0.08 125,850,417 68,074
5(b) Re-election of Anne Busquet as a Director 125,380,628 99.62 476,068 0.38 125,856,696 61,259
5(c) Re-election of Patrick Cescau as a Director 125,240,866 99.52 608,276 0.48 125,849,142 68,813
5(d) Re-election of Ian Dyson as a Director 123,454,984 98.09 2,399,465 1.91 125,854,449 63,506
5(e) Re-election of Paul Edgecliffe-Johnson as 120,296,119 95.59 5,556,080 4.41 125,852,199 65,756





  a Director            
5(f) Re-election of Jo Harlow as a Director 125,679,911 99.86 172,226 0.14 125,852,137 65,818
5(g) Re-election of Luke Mayhew as a Director 125,222,156 99.50 631,840 0.50 125,853,996 63,959
5(h) Re-election of Jill McDonald as a Director 125,537,838 99.75 320,234 0.25 125,858,072 59,883
5(i) Re-election of Dale Morrison as a Director 125,753,663 99.92 95,998 0.08 125,849,661 68,294
5(j) Re-election of Richard Solomons as a Director 125,812,125 99.97 40,870 0.03 125,852,995 64,960
6 Reappointment of Auditor 122,260,197 98.02 2,467,374 1.98 124,727,571 1,190,920
7 Remuneration of Auditor 123,854,719 99.31 863,325 0.69 124,718,044 1,200,447
8 Political donations 122,408,357 97.92 2,606,000 2.08 125,014,357 904,134
9 Share consolidation 125,098,480 99.90 128,321 0.10 125,226,801 691,370
10 Allotment of shares 115,120,591 92.08 9,896,803 7.92 125,017,394 900,777
11 Disapplication of pre-emption rights 125,705,482 99.91 116,129 0.09 125,821,611 96,560
12 Further disapplication of pre-emption rights 118,983,549 94.57 6,835,241 5.43 125,818,790 99,381
13 Authority to purchase own shares 124,557,502 98.98 1,286,304 1.02 125,843,806 74,365
14 Notice of General Meetings 116,531,653 93.04 8,712,655 6.96 125,244,308 676,094




1.The 'For' vote includes those giving the Chairman discretion.


2.Votes 'Withheld' are not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.


3.The total number of Existing Ordinary Shares in issue, excluding treasury shares, on 4 May 2017 was 198,434,188. The Company holds just over 7.9 million treasury shares.


4.Copies of the resolutions passed, other than resolutions concerning ordinary business, will be submitted to the UK Listing Authority via the National Storage Mechanism and will be available in due course for inspection at


Unless otherwise defined herein, terms used in this announcement shall have the meaning given to them in the Circular to Shareholders dated 4 April 2017.


For further information


Investor Relations (Heather Wood, Neeral Morzaria):


+44 (0)1895 512176


+44 (0)7808 098724


Media Relations (Yasmin Diamond, Jovana Lakcevic): +44 (0)1895 512864 +44 (0)7736 746627


Notes for editors


IHG® (InterContinental Hotels Group) [LON:IHG, NYSE:IHG (ADRs)] is a global organisation with a broad portfolio of hotel brands, including InterContinental® Hotels & Resorts, Kimpton® Hotels & Restaurants, Hotel Indigo®, EVEN® Hotels, HUALUXE® Hotels and Resorts, Crowne Plaza® Hotels & Resorts, Holiday Inn® Hotels & Resorts, Holiday Inn Express®, Staybridge Suites® and Candlewood Suites®.




IHG franchises, leases, manages or owns nearly 5,200 hotels and 770,000 guest rooms in almost 100 countries, with nearly 1,500 hotels in its development pipeline. IHG also manages IHG® Rewards Club, the world’s first and largest hotel loyalty programme, with more than 100 million enrolled members worldwide. 


InterContinental Hotels Group PLC is the Group’s holding company and is incorporated in Great Britain and registered in England and Wales. More than 350,000 people work across IHG’s hotels and corporate offices globally.


Visit for hotel information and reservations and for more on IHG Rewards Club. For our latest news, visit: and follow us on social media at:, and 







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:    May 5, 2017       By:    /s/  Nicolette Henfrey
            Name:     Nicolette Henfrey
            Title:     Deputy Company Secretary