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RNS Number : 8127M Bakkavor Group PLC 25 May 2022
25 May 2022
Bakkavor Group plc
(the 'Company')
2022 Annual General Meeting - Poll Results
The Company's 2022 Annual General Meeting ("AGM") was held today at 10.00 am
at Fitzroy Place, 5(th) Floor, 8 Mortimer Street, London, W1T 3JJ. All
resolutions set out in the Notice of AGM dated 17 March 2022 and put to the
meeting were decided on by a poll and were passed.
Resolutions 1 to 17 were each passed as an Ordinary Resolution (requiring a
simple majority for them to be passed) and resolutions 18 to 21 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.
Resolution Votes For and Discretionary Votes % Votes Against % Total Votes Cast (Excluding Withheld) % of ISC Voted * Votes Withheld
1. To receive the Annual Report and Accounts 564,873,053 100.00% 0 0.00% 564,873,053 97.49% 489,803
2. To approve the Directors' Remuneration Report 564,080,140 99.79% 1,194,447 0.21% 565,274,587 97.56% 88,269
3. To declare a final dividend on the ordinary shares of the Company for the year 565,278,596 100.00% 0 0.00% 565,278,596 97.56% 84,260
ended 25 December 2021 of 3.96 pence per ordinary share
4. To elect Sanjeevan Bala as a Director of the Company 565,196,731 99.99% 81,865 0.01% 565,278,596 97.56% 84,260
5. To re-elect Simon Burke as a Director of the Company 563,063,174 99.61% 2,215,422 0.39% 565,278,596 97.56% 84,260
6. To re-elect Agust Gudmundsson as a Director of the Company 565,153,986 99.98% 124,610 0.02% 565,278,596 97.56% 84,260
7. To re-elect Ben Waldron as a Director of the Company 565,151,751 99.98% 126,845 0.02% 565,278,596 97.56% 84,260
8. To re-elect Mike Edwards as a Director of the Company 565,151,751 99.98% 126,845 0.02% 565,278,596 97.56% 84,260
9. To re-elect Denis Hennequin as a Director of the Company 564,650,498 99.89% 628,098 0.11% 565,278,596 97.56% 84,260
10. To re-elect Umran Beba as a Director of the Company 564,650,298 99.89% 628,298 0.11% 565,278,596 97.56% 84,260
11. To re-elect Jill Caseberry as a Director of the Company 564,558,708 99.87% 709,888 0.13% 565,268,596 97.56% 94,260
12. To re-elect Patrick Cook as a Director of the Company 565,151,751 99.98% 126,845 0.02% 565,278,596 97.56% 84,260
13. To re-elect Lydur Gudmundsson as a Director of the Company 564,511,926 99.86% 766,670 0.14% 565,278,596 97.56% 84,260
14. To re-elect Jane Lodge as a Director of the Company 565,002,178 99.95% 266,418 0.05% 565,268,596 97.56% 94,260
15. To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company 564,450,587 99.85% 828,009 0.15% 565,278,596 97.56% 84,260
16. To authorise the Audit and Risk Committee to determine the remuneration of the 565,273,587 100.00% 5,009 0.00% 565,278,596 97.56% 84,260
Auditors
17. To authorise the Directors to allot shares 561,822,299 99.39% 3,453,514 0.61% 565,275,813 97.56% 87,043
18. To empower the Directors to disapply pre-emption rights 565,255,768 100.00% 20,045 0.00% 565,275,813 97.56% 87,043
19. To empower the Directors to disapply pre-emption rights for 561,231,381 99.28% 4,047,215 0.72% 565,278,596 97.56% 84,260
financing/refinancing particular acquisitions and other capital investments
20. To authorise the Company to purchase its own shares 564,417,197 99.85% 838,156 0.15% 565,255,353 97.55% 107,503
21. To allow a general meeting to be called on 14 clear days' notice 564,561,665 99.87% 716,931 0.13% 565,278,596 97.56% 84,260
* Based on total issued share capital as at 23 May 2022 of
579,425,585 Ordinary shares.
Votes of Independent Shareholders on the resolutions concerning the election
and re-election of the Independent Non-executive Directors
Resolution Votes For and Discretionary Votes % Votes Against % Total Votes Cast % of ISC Voted ** Votes Withheld
1. To elect Sanjeevan Bala as a Director of the Company 130,699,043 99.94% 81,865 0.06% 90.24% 84,260
130,780,908
2. To re-elect Simon Burke as a Director of the Company 128,565,486 98.31% 2,215,422 1.69% 130,780,908 90.24% 84,260
3. To re-elect Denis Hennequin as a Director of the Company 130,152,810 99.52% 628,098 0.48% 130,780,908 90.24% 84,260
4. To re-elect Umran Beba as a Director of the Company 130,152,610 99.52% 628,298 0.48% 130,780,908 90.24% 84,260
5. To re-elect Jill Caseberry as a Director of the Company 130,061,020 99.46% 709,888 0.54% 130,770,908 90.23% 94,260
6. To re-elect Jane Lodge as a Director of the Company 130,504,490 99.80% 266,418 0.20% 130,770,908 90.23% 94,260
** Based on independent voting capital of 144,927,897,
being total issued share capital of 579,425,585 Ordinary shares as at 23 May
2022, but
excluding shares held by the controlling shareholders.
Notes:
a) The votes "For" and "Against" are expressed as a percentage of the
votes received.
b) The Company's issued share capital as at 23 May 2022 is 579,425,585
ordinary shares of 2 pence each.
c) The Company's issued share capital as at 25 May 2022 is 579,425,585
ordinary shares of 2 pence each.
d) Where shareholders have appointed the Chairman of the meeting as their
proxy with discretion as to voting, those votes have been cast in favour of
all of the resolutions.
e) A "Vote Withheld" is not counted towards the votes cast "For" or
"Against" a resolution.
f) In accordance with Listing Rule 9.2.2E, Resolutions 4,5,9 -11 and 14,
inclusive were approved by: (a) the shareholders of the Company; and (b) the
independent shareholders of the Company.
g) 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
FCA via the National Storage Mechanism and will shortly be available for
inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
ENQUIRIES
Institutional investors and analysts:
Annabel Tagoe-Bannerman, Group General Counsel & Company Secretary
+44 (0) 20 7908 6130
Emily Daw, Head of Investor Relations & Strategic Projects
+44 (0) 20 7908 6114
ABOUT BAKKAVOR
Bakkavor is the leading provider of fresh prepared food ("FPF") in the UK,
with a growing international presence in the US and China. The Group is the
number one by market share in the UK in the four FPF product categories of
meals, salads, desserts and pizza & bread, providing high-quality, fresh,
healthy and convenient food. Its customers include every major UK grocery
retailer, including Tesco, Marks & Spencer, Sainsbury's and Waitrose, and
some of the world's best-known food brands. Bakkavor was founded in 1986 and
has its headquarters in London. The Group has c.19,000 employees and operates
23 factories in the UK, 5 in the US and 9 in China.
LEI number: 213800COL7AD54YU9949
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