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RNS Number : 2154B Bakkavor Group PLC 31 May 2023
31 May 2023
Bakkavor Group plc
(the 'Company')
2023 Annual General Meeting - Poll Results
The Company's 2023 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 2023 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 564,145,722 100.00% 1,145 0.00% 564,146,867 97.36 823,400
2. To approve the Directors' Remuneration Report 564,103,863 99.85% 862,259 0.15% 564,966,122 97.50 4,145
3. To declare a final dividend on the ordinary shares of the Company for the year 100.00% 1,145 0.00% 564,970,267 97.51 0
ended 31 December 2022 of 4.16 pence per ordinary share
564,969,122
4. To re-elect Simon Burke as a Director of the Company 99.33% 3,744,684 0.67% 561,215,189 96.86 3,755,078
557,470,505
5. To re-elect Mike Edwards as a Director of the Company 564,958,652 100.00% 11,615 0.00% 564,970,267 97.51 0
6. To re-elect Ben Waldron as a Director of the Company 100.00% 11,689 0.00% 564,970,267 97.51 0
564,958,578
7. To re-elect Sanjeevan Bala as a Director of the Company 564,958,652 100.00% 11,215 0.00% 564,969,867 97.51 400
8. To re-elect Umran Beba as a Director of the Company 99.69% 1,733,768 0.31% 564,147,267 97.36 823,000
562,413,499
9. To re-elect Jill Caseberry as a Director of the Company 563,236,899 99.69% 1,723,368 0.31% 564,960,267 97.50 10,000
10. To re-elect Patrick Cook as a Director of the Company 564,958,578 100.00% 11,689 0.00% 564,970,267 97.51 0
11. To re-elect Agust Gudmundsson as a Director of the Company 564,959,052 100.00% 11,215 0.00% 564,970,267 97.51 0
12. To re-elect Lydur Gudmundsson as a Director of the Company 563,236,177 99.69% 1,734,090 0.31% 564,970,267 97.51 0
13. To re-elect Denis Hennequin as a Director of the Company 563,227,530 99.69% 1,742,737 0.31% 564,970,267 97.51 0
14. To re-elect Jane Lodge as a Director of the Company 564,958,852 100.00% 1,415 0.00% 564,960,267 97.50 10,000
15. To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company 564,144,392 99.85% 825,875 0.15% 564,970,267 97.51 0
16. To authorise the Audit and Risk Committee to determine the remuneration of the 564,968,308 100.00% 1,959 0.00% 564,970,267 97.51 0
Auditors
17. To authorise the Directors to allot shares 561,540,882 99.39% 3,428,836 0.61% 564,969,718 97.51 549
18. To empower the Directors to disapply pre-emption rights 560,691,244 99.24% 4,278,074 0.76% 564,969,318 97.51 949
19. To empower the Directors to disapply pre-emption rights for 560,700,938 99.24% 4,268,929 0.76% 564,969,867 97.51 400
financing/refinancing particular acquisitions and other capital investments
20. To authorise the Company to purchase its own shares 564,118,343 99.85% 851,924 0.15% 564,970,267 97.51 0
21. To allow a general meeting to be called on 14 clear days' notice 564,876,291 99.98% 93,976 0.02% 564,970,267 97.51 0
* Based on total issued share capital as at 26 May 2023 of
579,425,585 Ordinary shares.
Votes of Independent Shareholders on the resolutions concerning the
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 re-elect Simon Burke as a Director of the Company 137,222,817 97.34% 3,744,684 2.66% 140,967,501 88.56 3,755,078
2. To re-elect Sanjeevan Bala as a Director of the Company 144,710,964 99.99% 11,215 0.01% 144,722,179 90.92 400
3. To re-elect Umran Beba as a Director of the Company 142,165,811 98.80% 1,733,768 1.20% 143,899,579 90.40 823,000
4. To re-elect Jill Caseberry as a Director of the Company 142,989,211 98.81% 1,723,368 1.19% 144,712,579 90.91 10,000
5. To re-elect Denis Hennequin as a Director of the Company 142,979,842 98.80% 1,742,737 1.20% 144,722,579 90.92 0
6. To re-elect Jane Lodge as a Director of the Company 144,711,164 100.00% 1,415 0.00% 144,712,579 90.91 10,000
** Based on independent voting capital of 159,177,897 being
total issued share capital of 579,425,585 Ordinary shares as at 26 May 2023,
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 26 May 2023 is 579,425,585
ordinary shares of 2 pence each.
c) The Company's issued share capital as at 31 May 2023 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, 7, 8, 9,13 and
14 (re-election of independent directors) 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) .
-Ends-
Enquiries
Company Secretarial:
Annabel Tagoe-Bannerman, Group General Counsel and Company
Secretary +44 (0) 20 7908 6130
Institutional investors and analysts:
Emily Daw, Group Financial Controller & Head of Investor
Relations
+44 (0) 20 7908 6114
About Bakkavor
We are the leading provider of fresh prepared food in the UK, and our presence
in the US and China positions the Group well in these, high-growth markets. We
leverage our consumer insight and scale to provide innovative food that offers
quality, choice, convenience, and freshness. Around 18,500 colleagues operate
from 44 sites across our three markets supplying a portfolio of over 2,900
products across meals, pizza & bread, salads and desserts to leading
grocery retailers in the UK and US, and international food brands in China.
LEI number: 213800COL7AD54YU9949
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