Result of AGM

RNS Number : 1138X

Flutter Entertainment PLC

29 April 2021

 

29 April 2021

Flutter Entertainment plc (the "Company")

Results of Annual General Meeting 2021

The Company announces that the following resolutions were approved at its Annual General Meeting ("AGM") held on Thursday, 29 April 2021.

All resolutions as set out in the Notice of Meeting were duly passed on a poll. The number of votes for and against each of the resolutions put before the Meeting and the number of votes withheld were as follows:

Resolutions	Votes For1		Votes Against		Total votes	Votes Withheld2
	No. of shares	%	No. of shares	%	No. of shares	No. of shares
1. Following a review of the Company's affairs, to receive and consider the Company's Financial Statements for the year ended 31 December 2020 and the reports of the Directors and External Auditor thereon	83,264,267	99.98	20,059	0.02	83,284,326	94,219
2. To receive and consider the Remuneration Committee Chair's Statement and the Annual Report on Remuneration for the year ended 31 December 2020	70,293,675	84.52	12,870,333	15.48	83,164,008	214,537
3(a). Re-election of Zillah Byng-Thorne as a Director	67,829,593	81.64	15,258,407	18.36	83,088,000	290,545
3(b). Re-election of Michael Cawley as a Director	73,195,769	88.09	9,892,231	11.91	83,088,000	290,545
3(c). Re-election of Nancy Cruickshank as a Director	78,310,831	94.05	4,954,333	5.95	83,265,164	113,381
3(d). Re-election of Richard Flint as a Director	77,594,305	93.17	5,686,760	6.83	83,281,065	97,480
3(e). Re-election of Andrew Higginson	75,725,926	90.95	7,539,248	9.05	83,265,174	113,371
3(f). Re-election of Jonathan Hill as a Director	83,225,305	99.93	57,924	0.07	83,283,229	95,316
3(g). Re-election of Alfred F. Hurley Jr. as a Director	82,827,590	99.48	435,308	0.52	83,262,898	115,647
3(h). Re-election of Peter Jackson as a Director	83,094,159	99.77	190,650	0.23	83,284,809	93,736
3(i) Re-election of David Lazzarato as a Director	79,246,274	95.15	4,035,013	4.85	83,281,287	97,258
3(j). Re-election of Gary McGann as a Director	78,631,539	94.41	4,653,366	5.59	83,284,905	93,640
3(k). Re-election of Mary Turner as a Director	82,995,988	99.68	269,176	0.32	83,265,164	113,381
4. Authority to the Directors to set the remuneration of the External Auditor	81,457,498	97.81	1,827,407	2.19	83,284,905	93,640
5. Authority to call extraordinary general meetings on 14 clear days' notice *	78,021,845	93.68	5,262,594	6.32	83,284,439	94,106
6. Authority to allot shares 4	58,154,654	69.83	25,129,206	30.17	83,283,860	94,685
7A. Dis-application of pre-emption rights*	79,220,763	95.30	3,907,973	4.7	83,128,736	249,809
7B. Dis-application of pre-emption rights in connection with an acquisition or specified capital investment*	79,024,804	95.06	4,105,312	4.94	83,130,116	248,429
8. Authority to purchase own shares*	82,567,409	99.15	707,347	0.85	83,274,756	103,789
9. Authority to reissue Treasury Shares*	83,241,193	99.96	33,659	0.04	83,274,852	103,693
10. Capitalisation of amounts standing to the credit of the Company's merger reserve account	83,253,243	99.96	31,186	0.04	83,284,429	94,116
11. Approval of reduction in the company capital of the Company*	83,252,804	99.99	3,540	0.01	83,256,344	95,275

* Denotes Special Resolutions

NOTES:

¹ Votes "For" and "Against" are expressed as a percentage of votes received. The "For" votes include those giving the Chair discretion.

² A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" the resolution.

³   The total number of ordinary shares in issue, excluding Treasury Shares, on Thursday, 29 April 2021 was 175,229,694.

⁴ The Board notes that, although Resolution 6 was passed with the necessary majority, 30.17% of votes received were against. Resolution 6 was proposed in accordance with routine practice for listed companies, and as mentioned in our Notice of AGM, the authority sought by the Company was in line with the guidance issued by the Investment Association's Share Capital Management Guidelines. The Board considers the flexibility afforded by this authority to be in the best interests of the Company and shareholders. In order to further understand the reasons behind this result, the Board will continue to consult and engage with major shareholders and will analyse the votes against. In accordance with the provisions of the 2018 UK Corporate Governance Code, the Company will provide an update on the views received from shareholders and actions taken no later than six months after the AGM.

⁵ The total number of votes cast (i.e. For, Against and Withheld) was 83,378,545 ordinary shares representing a 47.58% turnout.

The full text of the resolutions can be found in the Notice of AGM, which is available for inspection at the UK's National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism , and at Euronext Dublin (see below) and on the Company's website at www.flutter.com/investors/shareholder-centre/agm .   

A copy of the resolutions passed under special business (as defined by the listing rules of the UK Listing Authority) will shortly be submitted to the UK's National Storage Mechanism for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism   and forwarded to Euronext Dublin and available for inspection at:

Company Announcements Office

Euronext Dublin

28 Anglesea Street

Dublin 2

Ireland

Edward Traynor

Company Secretary

Flutter Entertainment plc

 

END

 

 

RAGSEIFDUEFSEFL