SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 Under the Securities Exchange Act of 1934 For the month of February, 2005 -------------- Commission File Number 001-13908 --------- AMVESCAP PLC ------------------------------------------------ (Translation of registrant's name into English) 30 Finsbury Square, London EC2A 1AG, ENGLAND -------------------------------------------------------- (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. Form 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 by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X ------- ------- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A ------------- Description of document filed: AMVESCAP UPDATE ON CEO SEARCH ----------------------------- For Immediate Release Contact: Doug Kidd, Managing Director, Corporate Communications Phone: +1 404 479 2922 (U.S.) -------------------------------------------------------------------------------- AMVESCAP Update on Chief Executive Officer Search London--February 28, 2005-- AMVESCAP PLC has previously stated its intention to separate the roles of chairman and chief executive officer (CEO) with the appointment of a new CEO. The AMVESCAP Board of Directors has been conducting a rigorous selection process to evaluate both internal and external candidates for the CEO role utilizing the services of a consultant. Notwithstanding the exceptional quality of the internal candidates, the Board has determined it is in the best interest of the Company to expand leadership talent by appointing an external candidate as CEO. The Board has formed a committee of non-executive directors to broaden the external search for a new CEO. Mr. Rex D. Adams is leading the process and is joined by Mr. Edward P. Lawrence and Mr. Bevis Longstreth. The committee will be assisted by an international executive search firm. The Company will be seeking shareholder approval at its Annual General Meeting on April 28, 2005 to amend its articles of association to reflect principle A.2 of the Combined Code on Corporate Governance related to the separation of the chairman and CEO responsibilities. The Board will be publishing separate terms of reference for both the chairman and CEO roles which will take effect upon the appointment of the new CEO. AMVESCAP is a leading independent global investment manager, dedicated to helping people worldwide build their financial security. Operating under the AIM, AIM Trimark, INVESCO, INVESCO Perpetual and Atlantic Trust brands, AMVESCAP strives to deliver outstanding products and services through a comprehensive array of retail and institutional products for clients around the world. The Company is listed on the London, New York and Toronto stock exchanges with the symbol "AVZ." Additional information is available at www.amvescap.com. ### This release may include statements that constitute "forward-looking statements" under the United States securities laws. Forward-looking statements include information concerning possible or assumed future results of our operations, earnings, liquidity, cash flow and capital expenditures, industry or market conditions, assets under management, acquisition activities and the effect of completed acquisitions, debt levels and the ability to obtain additional financing or make payments on our debt, regulatory developments, demand for and pricing of our products and other aspects of our business or general economic conditions. In addition, when used in this report, words such as "believes," "expects," "anticipates," "intends," "plans," "estimates," "projects" and future or conditional verbs such as "will," "may," "could," "should," and "would" or any other statement that necessarily depends on future events, are intended to identify forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Although we make such statements based on assumptions that we believe to be reasonable, there can be no assurance that actual results will not differ materially from our expectations. We caution investors not to rely unduly on any forward-looking statements. In connection with any forward-looking statements, you should carefully consider the areas of risk described in our most recent Annual Report on Form 20-F, as filed with the United States Securities and Exchange Commission (SEC). You may obtain these reports from the SEC's website at www.sec.gov. ### 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. AMVESCAP PLC ------------------------------ (Registrant) Date 28 February, 2005 By /s/ Michael S. Perman ----------------- -------------------------- (Signature) Michael S. Perman Company Secretary