REG - Smurfit Kappa Group - Result of AGM

Smurfit KappaAnnouncement

28/04/2023 15:00

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RNS Number : 9268X  Smurfit Kappa Group PLC  28 April 2023

 

28 April 2023

Regulatory Announcement

 

Smurfit Kappa Group plc

 

("Smurfit Kappa" or the "Company")

 

 

Results of Annual General Meeting

 

 

Smurfit Kappa announces that all resolutions proposed at the Annual General
Meeting ("AGM") of the Company held today, 28 April 2023, were duly passed by
way of a poll.

 

Resolutions 1 to 7 (inclusive) were passed as ordinary resolutions and
resolutions 8 to 11 (inclusive) were passed as special resolutions. The full
text of each resolution was set out in the Notice of AGM which was posted and
made available to shareholders on 28 March 2023 (the "Notice"). The Notice is
available on the Company's website at
https://www.smurfitkappa.com/investors/agm
(https://www.smurfitkappa.com/investors/agm)

 

The results of the poll in respect of each resolution are as follows:

 

 

 Resolution                                                                       FOR          %       AGAINST     %      TOTAL VOTES      VOTES WITHHELD*
 Resolution 1                                                                     183,526,211  99.87   239,331     0.13   183,765,542      288,372

 Consideration of financial statements for the year ended 31 December 2022 and
 reports of Directors and Statutory Auditor thereon
 Resolution 2                                                                     156,754,868  86.51   24,437,034  13.49  181,191,902      2,862,012

 Consideration of the Directors' Remuneration Report
 Resolution 3                                                                     184,033,129  100.00  28          0.00   184,033,157      20,757

 Declaration of dividend
 Resolution 4                                                                     182,921,078  99.40   1,111,579   0.60   184,032,657      21,257

 Election of Mary Lynn Ferguson-McHugh
 Resolution 5(a)                                                                  170,528,077  92.66   13,504,695  7.34   184,032,772      21,142

 Re-election of Irial Finan
 Resolution 5(b)                                                                  182,718,562  99.29   1,314,210   0.71   184,032,772      21,142

 Re-election of Anthony Smurfit
 Resolution 5(c)                                                                  182,023,740  98.91   2,009,032   1.09   184,032,772      21,142

 Re-election of Ken Bowles
 Resolution 5(d)                                                                  176,192,113  95.74   7,840,659   4.26   184,032,772      21,142

 Re-election of Anne Anderson
 Resolution 5(e)                                                                  167,923,997  91.25   16,108,775  8.75   184,032,772      21,142

 Re-election of Frits Beurskens
 Resolution 5(f)                                                                  182,159,673  98.98   1,873,099   1.02   184,032,772      21,142

 Re-election of Carol Fairweather
 Resolution 5(g)                                                                  182,070,994  98.93   1,961,778   1.07   184,032,772      21,142

 Re-election of Kaisa Hietala
 Resolution 5(h)                                                                  175,811,435  95.53   8,221,337   4.47   184,032,772      21,142

 Re-election of James Lawrence
 Resolution 5(i)                                                                  181,735,453  98.75   2,297,319   1.25   184,032,772      21,142

 Re-election of Lourdes Melgar
 Resolution 5(j)                                                                  181,049,811  98.38   2,982,961   1.62   184,032,772      21,142

 Re-election of Jørgen Buhl Rasmussen
 Resolution 6                                                                     184,032,005  100.00  767         0.00   184,032,772      21,142

 Remuneration of the Statutory Auditor
 Resolution 7                                                                     179,502,235  97.54   4,530,807   2.46   184,033,042      20,872

 Authority to allot shares
 Resolution 8                                                                     182,706,909  99.29   1,300,579   0.71   184,007,488      46,426

 Disapplication of statutory pre-emption rights in respect of the allotment of
 shares for cash up to an aggregate nominal value equal to 5% of SKG's total
 issued ordinary share capital
 Resolution 9                                                                     181,434,919  98.60   2,572,569   1.40   184,007,488      46,426

 Disapplication of statutory pre-emption rights in respect of the allotment of
 shares for cash up to an aggregate nominal value equal to a further 5% of
 SKG's total issued ordinary share capital in connection with an acquisition or
 specified capital investment
 Resolution 10                                                                    182,875,950  99.42   1,065,505   0.58   183,941,455      112,459

 Authority to make market purchases of the Company's own shares up to a maximum
 of 10% of the number of SKG's total issued ordinary share capital
 Resolution 11                                                                    165,309,254  90.32   17,715,352  9.68   183,024,606      1,029,308

 Authority to convene an extraordinary general meeting of shareholders of SKG
 on not less than 14 days' notice, where the purpose of the meeting is to
 consider an ordinary resolution

 

* As a "Vote Withheld" is not a vote in law, it is not taken account in the
calculation of the proportion of votes for and against the resolution or in
the Total Votes shown.

 

In accordance with the listing rules of the Euronext Dublin and the London
Stock Exchange, copies of all resolutions other than resolutions concerning
ordinary business will shortly be submitted to the  Euronext Dublin and to
the UK's National Storage Mechanism and will be available for inspection at:

 

§ Euronext Dublin - https://direct.euronext.com/#/oamfiling
(https://direct.euronext.com/#/oamfiling) ; and

 

§ UK National Storage Mechanism -
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

For further information on the announcement, please contact:

 

Gillian Carson-Callan

Secretary

T: +353 1 202 7000

E: agm@smurfitkappa.com (mailto:agm@smurfitkappa.com)

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