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REG - Chill Brands Group - Result of AGM

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RNS Number : 2153E  Chill Brands Group PLC  13 May 2026

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.

 

 

13 May 2026

Chill Brands Group plc

("Chill Brands" or the "Company")

Result of AGM

Chill Brands Group plc (LSE:CHLL) announces that at the Company's Reconvened
Annual General Meeting 2024 (the "Reconvened 2024 AGM") and Annual General
Meeting 2025 (the "2025 AGM"), both held earlier today, all resolutions were
duly passed. Each of the resolutions put to the meetings was voted on by way
of a poll.

The votes were cast as follows for the resolutions proposed at the Reconvened
Annual General Meeting 2024:

 

 Resolution                                                                      For                   Against              Withheld   Total votes cast
 * indicates special resolution                                                  No. of votes  %       No. of votes  %
 2.  To receive and consider the Company's audited accounts for the year ended   105,143,020   99.95%  53,427        0.05%  2,127,780  105,196,447
 31 March 2024 and reports on those accounts.
 3.  To approve the directors' remuneration report for the year ended 31 March   105,117,277   97.98%  2,171,839     2.02%  35,111     107,289,116
 2024.
 4.  To approve the directors' remuneration policy as disclosed in the audited   105,021,605   97.89%  2,266,490     2.11%  36,132     107,288,095
 accounts for the year ended 31 March 2024.

 

The votes were cast as follows for the resolutions proposed at the Annual
General Meeting 2025:

 

 Resolution                                                                       For                   Against              Withheld   Total votes cast
 * indicates special resolution                                                   No. of votes  %       No. of votes  %
 1.  To receive and consider the Company's audited accounts for the 18-month      112,910,475   99.94%  66,664        0.06%  25,709     112,977,139
 period ended 30 September 2025 and reports on those accounts.
 2.  To approve the directors' remuneration report (excluding the directors'      110,266,610   97.62%  2,692,685     2.38%  43,553     112,959,295
 remuneration policy) for the period ended 30 September 2025.
 3.  To approve the updated directors' remuneration policy.                       110,178,861   97.54%  2,780,434     2.46%  43,553     112,959,295
 4.  To appoint RPG Crouch Chapman LLP as the Company's auditors.                 110,562,760   99.94%  66,664        0.06%  2,373,424  110,629,424
 5.  To authorise the directors to determine the remuneration of the auditors.    110,661,119   99.93%  72,997        0.07%  2,268,732  110,734,116
 6.  To re-elect Callum Sommerton as a director of the Company.                   110,172,249   99.45%  604,671       0.55%  2,225,928  110,776,920
 7.  To approve the share capital reorganisation as described in the notice of    110,659,386   97.95%  2,317,753     2.05%  25,709     112,977,139
 the Annual General Meeting 2025, conditional on Resolution 11 also being
 passed.
 8.  To authorise the directors to allot shares and grant rights in respect of    110,055,927   99.38%  689,937       0.62%  2,256,984  110,745,864
 shares up to an aggregate nominal amount of £3,486,179.
 9.*  To empower the directors to allot equity securities without statutory       109,658,770   97.17%  3,199,061     2.83%  145,017    112,857,831
 pre-emption rights up to an aggregate nominal amount of £3,921,951,
 representing approximately 75 per cent. of the Company's issued ordinary share
 capital.
 10.*  To authorise a general meeting of the Company, other than an annual        112,877,378   99.91%  99,761        0.09%  25,709     112,977,139
 general meeting, to be called on not less than 14 clear days' notice.
 11.*  To amend the Company's Articles of Association to define the rights        110,652,057   97.96%  2,309,536     2.04%  41,255     112,961,593
 attaching to the Deferred Shares, conditional on Resolution 7 also being
 passed.

 

Notes

1.   All resolutions proposed were passed. A copy of the ordinary and
special resolutions passed at the Annual General Meeting 2025 will be
submitted to the National Storage Mechanism.

2.   Proxy appointments which gave discretion to the Chairman of the Meeting
have been included in the "For" total for the appropriate resolution.

3.   Votes "For" and "Against" any resolution are expressed as a percentage
of votes validly cast for that resolution.

4.   A "Vote withheld" is not a vote in law and is not counted in the
calculation of the percentage of shares voted "For" or "Against" any
resolution nor in the calculation of the proportion of "Total Votes Cast" for
any resolution.

5.   The full text of the resolutions passed at both meetings can be found
in the Notice of Reconvened Annual General Meeting 2024 and Notice of Annual
General Meeting 2025, which are available on the Company's website at
www.chillbrandsgroup.com.

6.   Resolution 7 and Resolution 11 of the 2025 AGM are cross-conditional.
Both resolutions were duly passed. The Company is targeting the week
commencing 18 May 2026 for the capital reorganisation to take effect, and a
further announcement confirming the effective date will be released in due
course.

Capital Reorganisation

Following the passing of Resolutions 7 and 11 at the 2025 AGM, the Company
will now make arrangements to implement the capital reorganisation. The
Company is targeting the week commencing 18 May 2026 for the reorganisation to
take effect, and a further announcement will be made confirming the effective
date in due course.

- Ends -

 

About Chill Brands Group

Chill Brands Group plc (LSE: CHLL) is a distribution-led consumer packaged
goods company serving the UK convenience retail sector. Through its Chill
Connect platform, the Company operates a national field sales team providing
direct-to-store distribution and advisory services to brands seeking to expand
their distribution into the independent convenience channel. The Company's
product range spans vaping and nicotine alternatives, with active expansion
into sundries, beverages, confectionery, and other fast-moving consumer goods.
Chill Brands partners with established FMCG businesses and emerging brands to
provide comprehensive route-to-market solutions. The Company also owns the
premium chill.com domain name.

Publication on website

A copy of this announcement is also available on the Group's website at:
http://www.chillbrandsgroup.com

 

Enquiries:

 

 Chill Brands Group plc                                  contact@chillbrandsgroup.com

+44 (0)20 4582 3500
 Harry Chathli, Chairman

 Callum Sommerton, CEO
 Allenby Capital Limited (Financial Adviser and Broker)  +44 (0) 20 3328 5656
 Nick Harriss/Nick Naylor (Corporate Finance)

Kelly Gardiner/Lauren Wright (Equity Sales)

 

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