Result of Annual General Meeting

Mitchells & Butlers PLC

23 January 2024

 

23 January 2024

Mitchells & Butlers plc (the "Company")

LEI no. 213800JHYNDNB1NS2W10

Result of Annual General Meeting

Mitchells & Butlers plc announces the results of the voting at the Company's Annual General Meeting held today, 23 January 2024, at 9.00a.m.

All the resolutions were voted on by way of a poll and the results of each resolution are shown below.  All resolutions were duly approved by the relevant majority in each case. Resolutions 17 and 18 were passed as special resolutions.  All other resolutions were passed as ordinary resolutions and, in the case of resolutions 4, 6 and 11, were also passed by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.

		VOTES FOR (a)	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED	VOTES WITHHELD (b)
1	Receipt of accounts	534,930,350	100.00	17,916	0.00	534,948,266	89.50%	175,424
2	Approval of Annual Report on Remuneration	530,322,991	99.11	4,755,726	0.89	535,078,717	89.52%	45,033
3	Approval of Remuneration Policy	509,875,972	95.29	25,186,080	4.71	535,062,052	89.52%	61,730
4	Re-elect Amanda Brown	523,333,100	97.80	11,752,706	2.20	535,085,806	89.52%	37,944
5	Re-elect Keith Browne	501,943,362	95.97	21,094,262	4.03	523,037,624	87.50%	12,086,158
6	Re-elect Dave Coplin	524,242,096	97.97	10,848,681	2.03	535,090,777	89.52%	33,005
7	Re-elect Eddie Irwin	489,533,724	93.59	33,503,553	6.41	523,037,277	87.50%	12,086,505
8	Re-elect Bob Ivell	376,931,716	70.44	158,157,194	29.56	535,088,910	89.52%	34,872
9	Re-elect Tim Jones	532,252,498	99.47	2,840,749	0.53	535,093,247	89.52%	30,117
10	Re-elect Josh Levy	406,508,347	77.72	116,533,081	22.28	523,041,428	87.51%	12,082,354
11	Re-elect Jane Moriarty	524,041,686	97.94	11,040,600	2.06	535,082,286	89.52%	41,496
12	Re-elect Phil Urban	533,954,922	99.79	1,140,354	0.21	535,095,276	89.52%	28,734
13	Reappointment of auditor	535,005,169	99.98	84,473	0.02	535,089,642	89.52%	33,747
14	Auditor's remuneration	535,012,722	99.98	81,671	0.02	535,094,393	89.52%	29,389
15	Political donations	532,704,059	99.57	2,303,887	0.43	535,007,946	89.51%	115,836
16	Approval of Performance Share Plan	534,292,802	99.86	768,505	0.14	535,061,307	89.52%	62,475
17	Authority to purchase own shares (c)	530,216,920	99.14	4,579,216	0.86	534,796,136	89.47%	327,646
18	Notice period for meetings (c)	532,818,347	99.57	2,278,754	0.43	535,097,101	89.52%	26,681

VOTES EXCLUDING THE CONTROLLING SHAREHOLDER ON THE RESOLUTIONS CONCERNING THE RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS
		VOTES FOR (a)	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED (excluding controlling shareholder)	VOTES WITHHELD (b)
4	Re-elect Amanda Brown (d)	184,499,405	94.01	11,752,706	5.99	196,252,111	75.80%	37,944
6	Re-elect Dave Coplin (d)	185,408,401	94.47	10,848,681	5.53	196,257,082	75.81%	33,005
11	Re-elect Jane Moriarty (d)	185,207,991	94.37	11,040,600	5.63	196,248,591	75.80%	41,496

NOTES:

(a) The "For" vote includes those giving the Chairman discretion.

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

(c) Passed as special resolutions.

(d) Passed both as an ordinary resolution by a majority of all shareholders and by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.

Votes "For" and "Against" are expressed as a percentage of votes received.  Voting was conducted by a poll.

The Board of Directors notes the level of votes against resolution 8 concerning the Chairman and resolution 10 concerning an individual who represents the Company's controlling shareholder (as defined in the Listing Rules).  The UK Corporate Governance Code (the "Code") contains best practice recommendations in relation to corporate governance yet acknowledges that, in individual cases, these will not all necessarily be appropriate for particular companies.  Accordingly, the Code specifically recognises the concept of "Comply or Explain" in relation to divergences from the Code and the Company has explained the circumstances of these appointments in detail in its 2023 Annual Report.

The number of shares in issue at 6.30p.m. on 21 January 2024 was 597,727,235, of which 258,893,540 were held by shareholders other than the controlling shareholder.

The full text of the resolutions can be found in the Notice of Annual General Meeting, which is available for inspection at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and also on the Company's website at www.mbplc.com.

These results will shortly be available on the Company's website at www.mbplc.com and in accordance with Listing Rule 9.6.2, copies of the resolutions that were passed at the meeting and that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at data.fca.org.uk

Denise Burton

Deputy Company Secretary

 

END