REG - Unilever PLC - Result of AGM

UnileverAnnouncement

03/05/2023 16:45

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RNS Number : 3221Y  Unilever PLC  03 May 2023

London, 3 May 2023

 

 

UNILEVER PLC

 

RESULTS OF ANNUAL GENERAL MEETING

 

 

 

Unilever PLC shareholders today approved each of the resolutions put to the
2023 Annual General Meeting with the exception of Resolution 2 concerning the
approval of the Directors' Remuneration Report which was not passed.  Voting
was by poll on each resolution and the results are set out below.

 

 

BOARD APPOINTMENTS

 

The following directors stood for election or re-election and were duly
elected or re-elected by the shareholders of Unilever PLC:

 

Nils Andersen, Judith Hartmann, Adrian Hennah, Alan Jope, Andrea Jung, Susan
Kilsby, Ruby Lu, Strive Masiyiwa, Youngme Moon, Nelson Peltz, Graeme
Pitkethly, Hein Schumacher and Feike Sijbesma.

 

 

POLL RESULTS - ANNUAL GENERAL MEETING 3 MAY 2023

 

 

                                                                                 TOTAL VOTES FOR  %       TOTAL VOTES AGAINST  %       TOTAL VOTES CAST  % OF SHARE CAPITAL VALIDLY CAST VOTED FOR AND AGAINST  VOTES WITHHELD
 1. To receive the Report and Accounts for the year ended 31 December 2022       1,759,967,085    99.48%  9,245,225            0.52%   1,769,180,562     70.10%                                                 32,547,598
 2. To approve the Directors' Remuneration Report                                721,481,269      41.97%  997,744,371          58.03%  1,719,218,834     68.12%                                                 82,534,318
 3. To re-elect Nils Andersen as a Director                                      1,447,289,967    83.08%  294,712,366          16.92%  1,741,994,434     69.02%                                                 58,597,475
 4. To re-elect Judith Hartmann as a Director                                    1,770,058,548    99.90%  1,760,483            0.10%   1,771,811,132     70.21%                                                 29,939,763
 5. To re-elect Adrian Hennah as a Director                                      1,696,415,367    95.72%  75,888,397           4.28%   1,772,296,808     70.23%                                                 29,453,024
 6. To re-elect Alan Jope as a Director                                          1,752,664,653    98.89%  19,705,080           1.11%   1,772,362,629     70.23%                                                 29,391,578
 7. To re-elect Andrea Jung as a Director                                        1,500,647,498    84.73%  270,447,762          15.27%  1,771,087,361     70.18%                                                 30,658,392
 8. To re-elect Susan Kilsby as a Director                                       1,764,257,572    99.58%  7,518,466            0.42%   1,771,768,139     70.20%                                                 29,983,645
 9. To re-elect Ruby Lu as a Director                                            1,538,533,846    86.84%  233,204,654          13.16%  1,771,730,601     70.20%                                                 30,021,045
 10. To re-elect Strive Masiyiwa as a Director                                   1,755,082,330    99.49%  8,917,500            0.51%   1,763,991,931     69.90%                                                 37,759,847
 11. To re-elect Youngme Moon as a Director                                      1,766,546,071    99.68%  5,735,388            0.32%   1,772,273,560     70.22%                                                 29,478,124
 12. To re-elect Graeme Pitkethly as a Director                                  1,758,101,043    99.19%  14,386,036           0.81%   1,772,479,180     70.23%                                                 29,274,804
 13. To re-elect Feike Sijbesma as a Director                                    1,736,472,650    97.98%  35,757,377           2.02%   1,772,222,128     70.22%                                                 29,528,767
 14. To elect Nelson Peltz as a Director                                         1,704,336,781    96.17%  67,791,469           3.83%   1,772,096,501     70.22%                                                 29,621,825
 15. To elect Hein Schumacher as a Director                                      1,759,215,600    99.26%  13,097,748           0.74%   1,772,305,449     70.23%                                                 29,424,602
 16. To reappoint KPMG LLP as Auditors of the Company                            1,788,492,826    99.35%  11,619,137           0.65%   1,800,080,324     71.33%                                                 1,646,951
 17. To authorise the Directors to fix the remuneration of the Auditor           1,769,398,039    99.86%  2,552,015            0.14%   1,771,918,305     70.21%                                                 29,810,784
 18. To authorise Political Donations and expenditure                            1,735,823,060    97.98%  35,799,221           2.02%   1,771,591,327     70.20%                                                 30,132,682
 19. To renew the authority to Directors to issue shares                         1,714,024,989    96.69%  58,585,555           3.31%   1,772,578,795     70.24%                                                 29,153,244
 20. To renew the authority to Directors to disapply pre-emption rights          1,744,627,291    98.47%  27,049,194           1.53%   1,771,644,736     70.20%                                                 30,086,455
 21. To renew the authority to Directors to disapply pre-emption rights for the  1,733,274,984    97.84%  38,248,977           2.16%   1,771,494,462     70.19%                                                 30,235,591
 purposes of acquisitions or capital investments
 22. To renew the authority to the Company to purchase its own shares            1,749,439,574    98.77%  21,792,302           1.23%   1,771,200,922     70.18%                                                 30,530,652
 23. To shorten the notice period for General Meetings                           1,656,146,266    93.43%  116,453,959          6.57%   1,772,568,477     70.24%                                                 29,163,558

 

 

Resolution 2: 2022 Directors' Remuneration Report

While the Board is pleased that all other resolutions were carried with large
majorities, we are disappointed that the advisory vote on the Directors'
Remuneration Report was not passed.

We are committed to shareholder engagement and will consult over the next few
months to listen carefully to feedback and determine any next steps.

In accordance with the UK Corporate Governance Code, we will publish a further
statement detailing the outcome of our shareholder engagement in relation to
the above resolution, including any actions taken as a result, within six
months of the 2023 Annual General Meeting.

 

 

NOTES:

- The 'For' vote includes votes given at the Chairman's discretion and details
of proxy votes cast are included in the table above.

- As at 11.30am on 3 May 2023 the total number of issued ordinary shares of
Unilever PLC was 2,629,293,772. Of those ordinary shares, 103,861,999 were
held as treasury shares and 1,715,172 ordinary shares (including ordinary
shares represented by Unilever PLC ADSs) were held by or on behalf of
companies in the Unilever Group (the "Unilever Group Shares"). The voting
rights attaching to the Unilever Group Shares are not exercisable. Therefore,
as at 11.30am on 3 May 2023, the total number of Unilever PLC ordinary shares
with exercisable voting rights was 2,523,716,601.

 

A 'Vote withheld' is not a vote in law and will not be counted in the
calculation of the proportion of the votes 'for' and 'against' a resolution.

 

In accordance with Listing Rule 9.6.2 copies of all the resolutions passed,
other than ordinary business, will be submitted to and available for
inspection at the 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) .  A copy of the
resolutions can also be found in the Chairman's Letter and Notice of Meeting
which is available on our website: www.unilever.com/AGM
(http://www.unilever.com/AGM)

 

 

3 May 2023

 

 

Safe Harbour:

This announcement may contain forward-looking statements, including
'forward-looking statements' within the meaning of the United States Private
Securities Litigation Reform Act of 1995. Words such as 'will', 'aim',
'expects', 'anticipates', 'intends', 'looks', 'believes', 'vision', or the
negative of these terms and other similar expressions of future performance or
results, and their negatives, are intended to identify such forward-looking
statements. These forward-looking statements are based upon current
expectations and assumptions regarding anticipated developments and other
factors affecting the Unilever Group (the 'Group'). They are not historical
facts, nor are they guarantees of future performance or outcomes.

Because these forward-looking statements involve risks and uncertainties,
there are important factors that could cause actual results to differ
materially from those expressed or implied by these forward-looking
statements. Among other risks and uncertainties, the material or principal
factors which could cause actual results to differ materially are: Unilever's
global brands not meeting consumer preferences; Unilever's ability to innovate
and remain competitive; Unilever's investment choices in its portfolio
management; the effect of climate change on Unilever's business; Unilever's
ability to find sustainable solutions to its plastic packaging; significant
changes or deterioration in customer relationships; the recruitment and
retention of talented employees; disruptions in our supply chain and
distribution; increases or volatility in the cost of raw materials and
commodities; the production of safe and high quality products; secure and
reliable IT infrastructure; execution of acquisitions, divestitures and
business transformation projects; economic, social and political risks and
natural disasters; financial risks; failure to meet high and ethical
standards; and managing regulatory, tax and legal matters. A number of these
risks have increased as a result of the current war in Ukraine.

These forward-looking statements speak only as of the date of this document.
Except as required by any applicable law or regulation, the Group expressly
disclaims any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to reflect any
change in the Group's expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based.
Further details of potential risks and uncertainties affecting the Group are
described in the Group's filings with the London Stock Exchange, Euronext
Amsterdam and the US Securities and Exchange Commission, including in the
Annual Report on Form 20-F 2022 and the Unilever Annual Report and Accounts
2022.

 

 

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