REG - Bank of Ireland Grp - Result of AGM

Bank of IrelandAnnouncement

22/05/2025 16:00

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RNS Number : 8534J  Bank of Ireland Group PLC  22 May 2025

Bank of Ireland Group PLC (the "Company")

 

Results of the 2025 Annual General Meeting ("AGM")

 

22 May 2025

 

The Company announces that at its AGM, held on 22 May 2025, all of the
resolutions proposed were duly passed, as set out below.

 

Resolutions 1 to 8 (inclusive) and Resolutions 10 and 13 were passed as
ordinary resolutions and resolutions 9, 11, 12 and 14 were passed as special
resolutions, each on a poll. The full text of each resolution was set out in
the Chairman's Letter to holders of Ordinary Shares and Notice of the AGM
which was posted to shareholders on 17 April 2025 and is available on the
Company website at https://investorrelations.bankofireland.com
(https://investorrelations.bankofireland.com) .

 

The results of the voting on each resolution are as follows:

 

Resolution 1

 

To receive and consider the Company's Financial Statements for the year ended
31 December 2024, together with the Report of the Directors and the Auditor's
Report.

 

 Resolution  Votes        %     Votes Against  %      Total Votes  Votes

For

                                                      Cast         Withheld
 1           748,948,541  100%  20,437         0.00%  748,968,978  546,075

 

Resolution 2

 

To declare a Dividend.

 

 Resolution  Votes        %     Votes     %      Total Votes  Votes

             For                Against          Cast         Withheld
 2           749,483,799  100%  25,174    0.00%  749,508,973  6,080

 

Resolution 3

 

To re-elect the following Directors, by separate resolutions:

 

 Resolution              Votes          %       Votes       %      Total Votes  Votes

                         For                    Against            Cast         Withheld
 3 (a) Akshaya Bhargava  679,007,664    90.65%  70,000,126  9.35%  749,007,790  507,603
 3 (b) Giles Andrews      745,780,998   99.50%  3,718,295   0.50%  749,499,293  16,100
 3 (c) Ian Buchanan       741,104,658   98.88%  8,396,056   1.12%  749,500,714  14,679
 3 (d) Richard Goulding   690,197,704   92.09%  59,302,942  7.91%  749,500,646  14,747
 3 (e) Michele Greene     749,132,470   99.95%  368,653     0.05%  749,501,123  14,270
 3 (f) Myles O'Grady      746,043,642   99.54%  3,449,690   0.46%  749,493,332  22,061
 3 (g) Steve Pateman      746,053,151   99.54%  3,445,095   0.46%  749,498,246  17,147
 3 (h) Mark Spain         743,513,718   99.20%  5,975,143   0.80%  749,488,861  22,930
 3 (i) Margaret Sweeney   749,112,041   99.95%  384,630     0.05%  749,496,671  15,120

 

Resolution 4

 

To consider the continuation in office of KPMG as Auditor of the Company.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 4           744,577,240  99.34%  4,921,843      0.66%  749,499,083  10,989

 

Resolution 5

 

To authorise the Directors to fix the remuneration of the Auditor for the 2025
financial year.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 5           749,241,467  99.97%  259,605        0.03%  749,501,072  9,168

 

Resolution 6

 

To approve the convening of an Extraordinary General Meeting on 14 days'
notice for the passing of an ordinary resolution.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 6           713,562,026  95.20%  35,939,877     4.80%  749,501,903  8,337

 

Resolution 7

 

To receive and consider the Directors' Remuneration Report for the year ended
31 December 2024.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 7           739,370,927  98.65%  10,118,496     1.35%  749,489,423  20,817

 

Resolution 8

 

To receive and consider the 2025 Directors Remuneration Policy.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 8           739,312,623  98.64%  10,179,331     1.36%  749,491,954  18,398

 

Resolution 9

 

To authorise purchases of Ordinary Shares by the Company or subsidiaries.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 9           749,108,815  99.98%  150,087        0.02%  749,258,902  252,659

 

Resolution 10

 

To authorise the Directors to issue Ordinary Shares.

 

 Resolution  Votes          %       Votes Against  %      Total Votes  Votes

For

                                                          Cast         Withheld
 10           679,705,361   90.69%  69,792,967     9.31%  749,498,328  13,296

 

Resolution 11

 

To renew the Directors' authority to issue Ordinary Shares on a
non-pre-emptive basis for cash.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 11          722,602,061  96.41%  26,892,793     3.59%  749,494,854  20,539

 

Resolution 12

 

To approve the Directors' additional authority to issue Ordinary Shares on a
non-pre-emptive basis for cash in the case of an acquisition or specified
capital investment.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 12          720,384,707  96.12%  29,105,796     3.88%  749,490,503  24,890

 

Resolution 13

 

To authorise the Directors to issue contingent equity conversion notes, and
Ordinary Shares on the conversion of such notes.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 13          743,606,066  99.22%  5,875,791      0.78%  749,481,857  33,536

 

Resolution 14

 

To authorise the Directors to issue for cash on a non-pre-emptive basis,
contingent equity conversion notes, and Ordinary Shares on the conversion of
such notes.

 

 Resolution  Votes        %       Votes Against  %      Total Votes  Votes

For

                                                        Cast         Withheld
 14          743,971,658  99.26%  5,511,447      0.74%  749,483,105  31,824

 

 

The "Vote Withheld" option is provided to enable abstention on any particular
resolution. However, it should be noted that a "Vote Withheld" is not a vote
in law and is not counted in the calculation of the proportion of the votes
"For" and "Against" a resolution.

 

In accordance with Listing Rule 6.1.10 of Euronext Dublin and Listing Rule
14.3.6 of the Financial Conduct Authority, copies of all resolutions, other
than those concerning ordinary business, will be submitted to the Euronext
Dublin and the UK's 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) .

 

 

22 May 2025

 

For further information contact:

Sarah McLaughlin, Group Secretary

Tel: +353 87 4315242

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