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RNS Number : 6477A Mitchells & Butlers PLC 23 January 2024
23 January 2024
Mitchells & Butlers plc (the "Company")
LEI no. 213800JHYNDNB1NS2W10
Result of Annual General Meeting
Mitchells & Butlers plc announces the results of the voting at the
Company's Annual General Meeting held today, 23 January 2024, at 9.00a.m.
All the resolutions were voted on by way of a poll and the results of each
resolution are shown below. All resolutions were duly approved by the
relevant majority in each case. Resolutions 17 and 18 were passed as special
resolutions. All other resolutions were passed as ordinary resolutions and,
in the case of resolutions 4, 6 and 11, were also passed by a majority of the
independent shareholders voting on the resolution, in accordance with LR
9.2.2ER.
VOTES % VOTES % VOTES % of ISC VOTED VOTES
FOR (a)
AGAINST
TOTAL
WITHHELD (b)
1 Receipt of accounts 534,930,350 100.00 17,916 0.00 534,948,266 89.50% 175,424
2 Approval of Annual Report on Remuneration 530,322,991 99.11 4,755,726 0.89 535,078,717 89.52% 45,033
3 Approval of Remuneration Policy 509,875,972 95.29 25,186,080 4.71 535,062,052 89.52% 61,730
4 Re-elect Amanda Brown 523,333,100 97.80 11,752,706 2.20 535,085,806 89.52% 37,944
5 Re-elect Keith Browne 501,943,362 95.97 21,094,262 4.03 523,037,624 87.50% 12,086,158
6 Re-elect Dave Coplin 524,242,096 97.97 10,848,681 2.03 535,090,777 89.52% 33,005
7 Re-elect Eddie Irwin 489,533,724 93.59 33,503,553 6.41 523,037,277 87.50% 12,086,505
8 Re-elect Bob Ivell 376,931,716 70.44 158,157,194 29.56 535,088,910 89.52% 34,872
9 Re-elect Tim Jones 532,252,498 99.47 2,840,749 0.53 535,093,247 89.52% 30,117
10 Re-elect Josh Levy 406,508,347 77.72 116,533,081 22.28 523,041,428 87.51% 12,082,354
11 Re-elect Jane Moriarty 524,041,686 97.94 11,040,600 2.06 535,082,286 89.52% 41,496
12 Re-elect Phil Urban 533,954,922 99.79 1,140,354 0.21 535,095,276 89.52% 28,734
13 Reappointment of auditor 535,005,169 99.98 84,473 0.02 535,089,642 89.52% 33,747
14 Auditor's remuneration 535,012,722 99.98 81,671 0.02 535,094,393 89.52% 29,389
15 Political donations 532,704,059 99.57 2,303,887 0.43 535,007,946 89.51% 115,836
16 Approval of Performance Share Plan 534,292,802 99.86 768,505 0.14 535,061,307 89.52% 62,475
17 Authority to purchase own shares (c) 530,216,920 99.14 4,579,216 0.86 534,796,136 89.47% 327,646
18 Notice period for meetings (c) 532,818,347 99.57 2,278,754 0.43 535,097,101 89.52% 26,681
VOTES EXCLUDING THE CONTROLLING SHAREHOLDER ON THE RESOLUTIONS CONCERNING THE
RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS
VOTES FOR (a) % VOTES AGAINST % VOTES TOTAL % of ISC VOTED (excluding controlling shareholder) VOTES WITHHELD (b)
4 Re-elect Amanda Brown (d) 184,499,405 94.01 11,752,706 5.99 196,252,111 75.80% 37,944
6 Re-elect Dave Coplin (d) 185,408,401 94.47 10,848,681 5.53 196,257,082 75.81% 33,005
11 Re-elect Jane Moriarty (d) 185,207,991 94.37 11,040,600 5.63 196,248,591 75.80% 41,496
NOTES:
(a) The "For" vote includes those giving the Chairman discretion.
(b) A vote "Withheld" is not a vote in law and is not counted in the
calculation of the votes "For" or "Against" the resolution.
(c) Passed as special resolutions.
(d) Passed both as an ordinary resolution by a majority of all shareholders
and by a majority of the independent shareholders voting on the resolution, in
accordance with LR 9.2.2ER.
Votes "For" and "Against" are expressed as a percentage of votes received.
Voting was conducted by a poll.
The Board of Directors notes the level of votes against resolution 8
concerning the Chairman and resolution 10 concerning an individual who
represents the Company's controlling shareholder (as defined in the Listing
Rules). The UK Corporate Governance Code (the "Code") contains best practice
recommendations in relation to corporate governance yet acknowledges that, in
individual cases, these will not all necessarily be appropriate for particular
companies. Accordingly, the Code specifically recognises the concept of
"Comply or Explain" in relation to divergences from the Code and the Company
has explained the circumstances of these appointments in detail in its 2023
Annual Report.
The number of shares in issue at 6.30p.m. on 21 January 2024 was 597,727,235,
of which 258,893,540 were held by shareholders other than the controlling
shareholder.
The full text of the resolutions can be found in the Notice of Annual General
Meeting, which is available for inspection at the National Storage Mechanism
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://protect-eu.mimecast.com/s/JzR4CpZxxFOQAkZFJt10L?domain=data.fca.org.uk)
and also on the Company's website at www.mbplc.com (http://www.mbplc.com) .
These results will shortly be available on the Company's website
at www.mbplc.com (http://www.mbplc.com) and in accordance with Listing
Rule 9.6.2, copies of the resolutions that were passed at the meeting and that
do not constitute ordinary business at an annual general meeting will be
submitted to the National Storage Mechanism and will shortly be available for
inspection at data.fca.org.uk
(https://protect-eu.mimecast.com/s/OnUKCK8wwh0wr4MC2Rdou?domain=data.fca.org.uk)
Denise Burton
Deputy Company Secretary
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