12 June 2020
Bakkavor Group plc
(the 'Company')
2020 Annual General Meeting - Poll Results
The Company's 2020 Annual General Meeting (AGM) was held today at 10.00 am at Fitzroy Place, 8 Mortimer Street, London, W1T 3JJ. All resolutions set out in the Notice of AGM dated 6 May 2020 and put to the meeting were decided on by a poll and were passed.
Resolutions 1 to 14 were each passed as an Ordinary Resolution (requiring a simple majority for them to be passed) and resolutions 15 to 18 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed). The results for each resolution are set out below.
* Based on total issued share capital as at 12 June 2020 of 579,425,585 Ordinary shares.
|
Resolution |
Votes For |
% |
Votes Against |
% |
Total Votes Cast |
% of ISC Voted * |
Votes Withheld |
1. |
To receive the Annual Report and Accounts |
559,428,692 |
99.85% |
838,440 |
0.15% |
560,267,132 |
96.69 |
423,771 |
2. |
To approve the Directors' Remuneration Report |
558,386,046 |
99.59% |
2,304,233 |
0.41% |
560,690,279 |
96.77 |
624 |
3. |
To re-elect Simon Burke as a Director of the Company |
556,977,889 |
99.48% |
2,890,014 |
0.52% |
559,867,903 |
96.62 |
823,000 |
4. |
To re-elect Sue Clark as a Director of the Company |
559,675,213 |
99.97% |
182,690 |
0.03% |
559,857,903 |
96.62 |
833,000 |
5. |
To re-elect Patrick Cook as a Director of the Company |
559,791,785 |
99.84% |
899,118 |
0.16% |
560,690,903 |
96.77 |
0 |
6. |
To re-elect Peter Gates as a Director of the Company |
560,627,633 |
99.99% |
63,271 |
0.01% |
560,690,904 |
96.77 |
0 |
7. |
To re-elect Agust Gudmundsson as a Director of the Company |
559,805,215 |
99.84% |
885,688 |
0.16% |
560,690,903 |
96.77 |
0 |
8. |
To re-elect Lydur Gudmundsson as a Director of the Company |
548,889,456 |
98.05% |
10,891,986 |
1.95% |
559,781,442 |
96.61 |
909,461 |
9. |
To re-elect Denis Hennequin as a Director of the Company |
560,631,492 |
99.99% |
59,411 |
0.01% |
560,690,903 |
96.77 |
0 |
10. |
To re-elect Todd Krasnow as a Director of the Company |
546,808,659 |
98.29% |
9,516,657 |
1.71% |
556,325,316 |
96.01 |
4,365,587 |
11. |
To re-elect Jane Lodge as a Director of the Company |
560,666,432 |
100.00% |
14,005 |
0.00% |
560,680,437 |
96.76 |
10,467 |
12. |
To appoint PricewaterhouseCoopers LLP as Auditor of the Company |
525,701,734 |
94.50% |
30,613,582 |
5.50% |
556,315,316 |
96.01 |
4,375,587 |
13. |
To authorise the Audit Committee to determine the remuneration of the Auditor |
560,655,542 |
100.00% |
25,362 |
0.00% |
560,680,904 |
96.76 |
10,000 |
14. |
To authorise the Directors to allot shares |
556,727,058 |
99.29% |
3,953,846 |
0.71% |
560,680,904 |
96.76 |
10,000 |
15. |
To empower the Directors to disapply pre-emption rights |
560,657,069 |
100.00% |
23,368 |
0.00% |
560,680,437 |
96.76 |
10,467 |
16. |
To empower the Directors to disapply pre-emption rights for financing/refinancing particular acquisitions and other capital investments |
556,024,354 |
99.17% |
4,656,082 |
0.83% |
560,680,436 |
96.76 |
10,467 |
17. |
To authorise the Company to purchase its own shares |
559,808,856 |
99.85% |
848,804 |
0.15% |
560,657,660 |
96.76 |
33,243 |
18. |
To allow a general meeting to be called on 14 clear days' notice |
559,744,894 |
99.83% |
945,810 |
0.17% |
560,690,704 |
96.77 |
200 |
** Based on independent voting capital of 151,385,647, being total issued share capital of 579,425,585 Ordinary shares as at 12 June 2020, but excluding shares held by the controlling shareholders.
Votes of Independent Shareholders on the resolutions concerning the re-election of the independent Non-Executive Directors |
||||||||
|
Resolution |
Votes For |
% |
Votes Against |
% |
Total Votes Cast |
% of ISC Voted ** |
Votes Withheld |
3. |
To re-elect Simon Burke as a Director of the Company |
128,937,951 |
97.81% |
2,890,014 |
2.19% |
131,827,965 |
87.08 |
823,000 |
4. |
To re-elect Sue Clark as a Director of the Company |
131,635,275 |
99.86% |
182,690 |
0.14% |
131,817,965 |
87.07 |
833,000 |
9. |
To re-elect Denis Hennequin as a Director of the Company |
132,591,554 |
99.96% |
59,411 |
0.04% |
132,650,965 |
87.62 |
0 |
10. |
To re-elect Todd Krasnow as a Director of the Company |
118,768,721 |
92.58% |
9,516,657 |
7.42% |
128,285,378 |
84.74 |
4,365,587 |
11. |
To re-elect Jane Lodge as a Director of the Company |
132,626,494 |
99.99% |
14,005 |
0.01% |
132,640,499 |
87.62 |
10,467 |
Notes:
a) The votes "For" and "Against" are expressed as a percentage of the votes received.
b) Proxy appointments which gave discretion to the Chairman of the Meeting have been included in the "For" total.
c) The Company's issued share capital as at 12 June 2020 is 579,425,585 ordinary shares of 2 pence each.
d) A "Vote Withheld" is not counted towards the votes cast "For" or "Against" a resolution.
e) In accordance with Listing Rule 9.2.2E, Resolutions 3, 4, and 9-11 inclusive were approved by: (a) the shareholders of the Company; and (b) the independent shareholders of the Company.
f) In accordance with Listing Rule 9.6.2, a copy of all resolutions passed other than resolutions concerning ordinary business will be submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
ENQUIRIES
Institutional investors and analysts:
Peter Gates, Chief Financial Officer
Sally Barrett-Jolley, Head of Corporate Affairs +44 (0) 20 7908 6143
Media:
Tulchan Communications +44 (0) 20 7353 4200
Will Smith
LEI number: 213800COL7AD54YU9949