Result of AGM

Smurfit Kappa Group PLC

28 April 2023

 

28 April 2023

Regulatory Announcement

Smurfit Kappa Group plc

("Smurfit Kappa" or the "Company")

Results of Annual General Meeting

Smurfit Kappa announces that all resolutions proposed at the Annual General Meeting ("AGM") of the Company held today, 28 April 2023, were duly passed by way of a poll.

Resolutions 1 to 7 (inclusive) were passed as ordinary resolutions and resolutions 8 to 11 (inclusive) were passed as special resolutions. The full text of each resolution was set out in the Notice of AGM which was posted and made available to shareholders on 28 March 2023 (the "Notice"). The Notice is available on the Company's website at https://www.smurfitkappa.com/investors/agm

The results of the poll in respect of each resolution are as follows:

Resolution	FOR	%	AGAINST	%	TOTAL VOTES		VOTES WITHHELD*
Resolution 1 Consideration of financial statements for the year ended 31 December 2022 and reports of Directors and Statutory Auditor thereon	183,526,211	99.87	239,331	0.13	183,765,542		288,372
Resolution 2 Consideration of the Directors' Remuneration Report	156,754,868	86.51	24,437,034	13.49	181,191,902		2,862,012
Resolution 3 Declaration of dividend	184,033,129	100.00	28	0.00	184,033,157		20,757
Resolution 4 Election of Mary Lynn Ferguson-McHugh	182,921,078	99.40	1,111,579	0.60	184,032,657		21,257
Resolution 5(a) Re-election of Irial Finan	170,528,077	92.66	13,504,695	7.34	184,032,772		21,142
Resolution 5(b) Re-election of Anthony Smurfit	182,718,562	99.29	1,314,210	0.71	184,032,772		21,142
Resolution 5(c) Re-election of Ken Bowles	182,023,740	98.91	2,009,032	1.09	184,032,772		21,142
Resolution 5(d) Re-election of Anne Anderson	176,192,113	95.74	7,840,659	4.26	184,032,772		21,142
Resolution 5(e) Re-election of Frits Beurskens	167,923,997	91.25	16,108,775	8.75	184,032,772		21,142
Resolution 5(f) Re-election of Carol Fairweather	182,159,673	98.98	1,873,099	1.02	184,032,772		21,142
Resolution 5(g) Re-election of Kaisa Hietala	182,070,994	98.93	1,961,778	1.07	184,032,772		21,142
Resolution 5(h) Re-election of James Lawrence	175,811,435	95.53	8,221,337	4.47	184,032,772		21,142
Resolution 5(i) Re-election of Lourdes Melgar	181,735,453	98.75	2,297,319	1.25	184,032,772		21,142
Resolution 5(j) Re-election of Jørgen Buhl Rasmussen	181,049,811	98.38	2,982,961	1.62	184,032,772		21,142
Resolution 6 Remuneration of the Statutory Auditor	184,032,005	100.00	767	0.00	184,032,772		21,142
Resolution 7 Authority to allot shares	179,502,235	97.54	4,530,807	2.46	184,033,042		20,872
Resolution 8 Disapplication of statutory pre-emption rights in respect of the allotment of shares for cash up to an aggregate nominal value equal to 5% of SKG's total issued ordinary share capital	182,706,909	99.29	1,300,579	0.71	184,007,488		46,426
Resolution 9 Disapplication of statutory pre-emption rights in respect of the allotment of shares for cash up to an aggregate nominal value equal to a further 5% of SKG's total issued ordinary share capital in connection with an acquisition or specified capital investment	181,434,919	98.60	2,572,569	1.40	184,007,488		46,426
Resolution 10 Authority to make market purchases of the Company's own shares up to a maximum of 10% of the number of SKG's total issued ordinary share capital	182,875,950	99.42	1,065,505	0.58	183,941,455		112,459
Resolution 11 Authority to convene an extraordinary general meeting of shareholders of SKG on not less than 14 days' notice, where the purpose of the meeting is to consider an ordinary resolution	165,309,254	90.32	17,715,352	9.68	183,024,606		1,029,308

* As a "Vote Withheld" is not a vote in law, it is not taken account in the calculation of the proportion of votes for and against the resolution or in the Total Votes shown.

In accordance with the listing rules of the Euronext Dublin and the London Stock Exchange, copies of all resolutions other than resolutions concerning ordinary business will shortly be submitted to the  Euronext Dublin and to the UK's National Storage Mechanism and will be available for inspection at:

§ Euronext Dublin - https://direct.euronext.com/#/oamfiling ; and

§ UK National Storage Mechanism - https://data.fca.org.uk/#/nsm/nationalstoragemechanism

For further information on the announcement, please contact:

Gillian Carson-Callan

Secretary

T: [phone]

E: [e-mail]

 

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