Mondi plc
Incorporated in England and Wales
Registered number: 6209386
LEI: 213800LOZA69QFDC9N34
LSE share code: MNDI ISIN: GB00BMWC6P49
JSE share code: MNP
8 May 2025
Annual General Meeting
The Annual General Meeting (AGM) of Mondi plc was held earlier today.
All resolutions were passed by shareholders by way of a poll and all valid
proxy votes were included in the poll. The Company's issued share capital on 6
May 2025 (the voting record date) was 441,412,530 ordinary shares of €0.22
each. Overall approximately 81% of shares were voted. The total number of
votes received on each resolution is as follows:
Resolution Votes For % Votes Against % Votes Total % of ISC Voted Votes Withheld **
1. To receive the report and accounts 357,824,789 100.00 4,452 0.00 357,829,241 81.06% 903,719
2. To approve the remuneration report (other than the policy) 314,207,345 87.66 44,251,368 12.34 358,458,713 81.21% 274,246
3. To declare a final dividend 355,206,580 99.09 3,267,142 0.91 358,473,722 81.21% 259,238
4. To elect Sucheta Govil as a director 358,319,325 99.96 147,057 0.04 358,466,382 81.21% 266,578
5. To re-elect Svein Richard Brandtzaeg as a director 356,786,343 99.53 1,679,870 0.47 358,466,213 81.21% 266,747
6. To re-elect Sue Clark as a director 357,373,746 99.70 1,091,646 0.30 358,465,392 81.21% 307,568
7. To re-elect Anke Groth as a director 358,454,664 100.00 11,426 0.00 358,466,090 81.21% 266,870
8. To re-elect Andrew King as a director 358,457,856 100.00 7,731 0.00 358,465,587 81.21% 267,373
9. To re-elect Saki Macozoma as a director 354,190,606 98.81 4,274,762 1.19 358,465,368 81.21% 267,592
10. To re-elect Mike Powell as a director 358,250,916 99.94 214,759 0.06 358,465,675 81.21% 267,285
11. To re-elect Dame Angela Strank as a director 358,433,203 99.99 33,656 0.01 358,466,859 81.21% 266,101
12. To re-elect Philip Yea as a director 355,584,380 99.20 2,882,110 0.80 358,466,490 81.21% 266,470
13. To re-elect Stephen Young as a director 357,922,998 99.85 543,492 0.15 358,466,490 81.21% 266,470
14. To appoint the auditors 357,501,819 99.96 133,092 0.04 357,634,911 81.02% 1,098,049
15. To authorise the audit committee to determine the auditors' remuneration 358,444,327 99.99 22,814 0.01 358,467,141 81.21% 265,819
16. To approve the Mondi plc Long-Term Incentive Plan 2025 351,702,807 98.11 6,759,997 1.89 358,462,804 81.21% 270,156
17. To approve the Mondi plc Bonus Share Plan 2025 354,716,835 98.95 3,747,274 1.05 358,464,109 81.21% 268,851
18. To authorise the directors to allot relevant securities 320,802,560 89.49 37,668,218 10.51 358,470,778 81.21% 262,182
19. To authorise the directors to disapply pre-emption rights* 281,254,315 78.46 77,217,173 21.54 358,471,488 81.21% 261,472
20. To authorise Mondi plc to purchase its own shares* 320,075,162 89.30 38,368,680 10.70 358,443,842 81.20% 289,118
21. To authorise general meetings to be held on 14 days' notice* 302,942,068 84.51 55,530,238 15.49 358,472,306 81.21% 260,654
* Special Resolutions
** A vote withheld is not a vote in law and is not counted in the calculation
of the proportion of votes for or against a resolution.
The Board notes that although Resolution 19 (Disapplication of pre-emption
rights) was passed and approved by the majority of shareholders, slightly more
than 20% of the votes were cast against the Board's recommendation on the
resolution. The resolution follows the relevant provisions of the Pre-Emption
Group's Statement of Principles for the disapplication of pre-emption rights
and reflects UK listed company market practice. Directors were not seeking the
maximum authority permitted by the Pre-Emption Group's Statement of
Principles, but rather, at a level that is consistent with the approach taken
in recent years and which would provide the Directors with a degree of
flexibility. The Board is mindful of the views expressed by a number of its
South African shareholders. We will engage with relevant shareholders in
accordance with the UK Corporate Governance Code and will provide an update
within six months of the Annual General Meeting.
In accordance with UK Listing Rule 6.4.2R, resolutions 16 and 17 constitute
special business and have therefore been uploaded to the National Storage
Mechanism and will shortly be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Jenny Hampshire
Company Secretary
Mondi plc
About Mondi
Mondi is a global leader in packaging and paper, contributing to a better
world by producing products that are sustainable by design. We employ 24,000
people in more than 30 countries and operate an integrated business with
expertise spanning the entire value chain, enabling us to offer our customers
a broad range of innovative solutions for consumer and industrial end-use
applications. Sustainability is at the centre of our strategy, with our
ambitious commitments to 2030 focused on circular driven solutions, created by
empowered people, taking action on climate.
In 2024, Mondi had revenues of €7.4 billion and underlying EBITDA of €1.0
billion. Mondi is listed on the London Stock Exchange in the ESCC category
(MNDI), where the Group is a FTSE100 constituent. It also has a secondary
listing on the JSE Limited (MNP).
mondigroup.com
Sponsor in South Africa: Merrill Lynch South Africa Proprietary Limited t/a
BofA Securities.
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