Kerry Group PLC
19 May 2006
KERRY GROUP PLC
RESULT OF ANNUAL GENERAL MEETING
19 May 2006
The Directors of the Company wish to announce that all resolutions proposed at
the Annual General Meeting (AGM) of the Company held on Friday 19th May, 2006
were passed. In addition to the ordinary business of the meeting, the
resolutions considered under special business were passed. In summary these
were:
(1) The renewal of the authority of the Board of Directors to allot shares in
the Company. This authority will expire on 19th August 2007 unless and to the
extent that it is renewed, revoked or extended prior to such date.
(2) The renewal of the power given to the Board of Directors to allot shares
in the Company for cash on a non pro-rata basis should it so decide, provided
that the maximum number of shares to be allotted under the authority shall not
exceed in aggregate the equivalent of 5% of the issued ordinary shares at the
date the resolution is passed. The authority shall likewise expire on 19th
August 2007 unless and to the extent that it is renewed, revoked or extended
prior to that date.
(3) The approval from shareholders to adopt the Kerry Group plc 2006 Long
Term Incentive Plan (LTIP), whose principal terms are summarized in the Appendix
to the AGM Notice. The Directors were also authorised to do all things that
they consider necessary to implement the LTIP, including the ability to adopt
further plans based on it in order to make awards to employees outside of
Ireland.
(4) The granting of the authority to the Company to make market purchases of
its own shares in accordance with the provisions contained in the Company's
Articles of Association. It is the Company's objective to initially purchase
shares to fix the cost of share options outstanding and the cost of any shares
issued under the LTIP approved at today's AGM. The maximum amount of shares
that may be purchased by the Company under this authority is 5% of the issued
share capital at the date of passing the resolution. The maximum price payable
for each share is 105% of the average deal price for the previous five business
days. Further purchases will be made if considered by the Board to be in the
best interest of the Group. The authority will expire on the date of the AGM in
2007.
The full text of each resolution was included in the notice of the AGM
circulated to Shareholders on 21st April, 2006.
In accordance with the Listing Rules two copies of the resolutions passed at the
AGM have been forwarded to both the Irish Stock Exchange and the Financial
Services Authority and will shortly be available for inspection at the following
locations:-
Company Announcement Office,
Irish Stock Exchange,
28 Anglesea Street,
Dublin 2, Ireland.
Financial Services Authority,
25 The North Colonnade,
Canary Wharf,
London E14 5HS, United Kingdom.
This information is provided by RNS
The company news service from the London Stock Exchange
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