AIB Group Plc — AGM Information 2020

Apr 29, 2020

AIB GROUP PLC (the "Company")

RESULTS OF ANNUAL GENERAL MEETING 2020

The Company announces that at its Annual General Meeting ("AGM"), held today at 10 Molesworth Street, Dublin 2, all of the resolutions proposed were duly passed on a poll.

Resolutions 1 to 8 (inclusive) were passed as ordinary resolutions and resolutions 9 to 12 (inclusive) were passed as special resolutions.

The full text of each resolution, together with explanatory notes, are set out in the Notice of AGM which was circulated to shareholders on 30 March 2020 and made available on the Company's website at www.aib.ie/investorrelations

The results of the voting on the resolutions are as follows:

Resolution		Votes For	%	Votes	%	Total Votes	Votes
				Against		Cast	Withheld
1	To receive and consider the financial statements for the year together with the reports of the Directors and the Auditor thereon.	2,461,670,290	100.00	863	0.00	2,461,671,153	699,028
2	To declare a final dividend.	n/a resolution withdrawn	-	n/a resolution withdrawn	-	n/a resolution withdrawn	-
3	To authorise the Directors to fix the remuneration of the Auditor.	2,446,823,273	99.38	15,282,701	0.62	2,462,105,974	264,206
4	To consider the continuation in office of Deloitte as Auditor.	2,452,081,167	99.58	10,282,848	0.42	2,462,364,015	6,166
5(a)	To appoint Basil Geoghegan.	2,460,540,574	99.93	1,820,553	0.07	2,462,361,127	9,049
5(b)	To reappoint Colin Hunt.	2,462,285,787	100.00	78,720	0.00	2,462,364,507	5,537
5(c)	To reappoint Sandy Kinney Pritchard.	2,458,879,886	99.86	3,481,225	0.14	2,462,361,111	9,070
5(d)	To reappoint Carolan Lennon.	2,462,306,434	100.00	57,967	0.00	2,462,364,401	5,780
5(e)	To appoint Elaine MacLean.	2,462,350,307	100.00	10,579	0.00	2,462,360,886	9,295
5(f)	To reappoint Brendan McDonagh.	2,458,892,583	99.86	3,474,263	0.14	2,462,366,846	3,335

Resolution		Votes For	%	Votes	%	Total Votes	Votes
				Against		Cast	Withheld
5(g)	To reappoint Helen Normoyle.	2,462,306,699	100.00	60,212	0.00	2,462,366,911	3,270
5(h)	To appoint Ann O'Brien.	2,462,310,503	100.00	52,780	0.00	2,462,363,283	6,898
5(i)	To reappoint Tomás O'Midheach.	2,461,872,322	99.98	490,807	0.02	2,462,363,129	7,052
5(j)	To appoint Raj Singh.	2,462,305,561	100.00	55,608	0.00	2,462,361,169	9,012
6	To consider the Directors' Remuneration Report.	2,461,244,857	99.95	1,121,887	0.05	2,462,366,744	3,437
7	To consider the Remuneration Policy.	2,447,456,331	99.39	14,908,150	0.61	2,462,364,481	5,700
8	To authorise the Directors allot relevant securities.	2,453,297,161	99.63	9,069,676	0.37	2,462,366,837	3,344
9(a)	Limited authorisation for the Directors to disapply pre emption rights.	2,457,088,508	99.79	5,278,464	0.21	2,462,366,972	3,209
9(b)	Limited authorisation for the Directors to disapply pre emption rights for an acquisition or specified capital event.	2,457,086,216	99.79	5,280,560	0.21	2,462,366,776	3,405
10	To authorise purchase by the Company of its own shares.	2,461,108,992	99.95	1,206,426	0.05	2,462,315,418	50,197
11	To determine the re-issue price range at which the any treasury shares held may be re issued off-market.	2,462,135,754	99.99	181,549	0.01	2,462,317,303	52,878
12	To authorise the Directors to convene general meetings on 14 days' notice.	2,443,142,789	99.22	19,220,691	0.78	2,462,363,480	6,701

In accordance with Listing Rule 6.1.11 of Euronext Dublin and Listing Rule 9.2.2E of the Financial Conduct Authority, resolutions 5(a), (c), (d), (e), (f), (g), (h), and (j), relating to the re-election of the independent non-executive Directors, were passed by majority of each of:

• the shareholders of the Company, and
• the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Directors who are not controlling shareholders¹ ).

	Resolution	Votes For	%	Votes	%	Total Votes	Votes
				Against		Cast	Withheld
5(a)	To appoint Basil	530,104,031	99.66	1,820,553	0.34	531,924,584	9,049
	Geoghegan.
5(c)	To reappoint Sandy	528,443,343	99.35	3,481,225	0.65	531,924,568	9,070
	Kinney Pritchard.
5(d)	To reappoint Carolan	531,869,891	99.99	57,967	0.01	531,927,858	5,780
	Lennon.
5(e)	To appoint Elaine	531,913,764	100.00	10,579	0.00	531,924,343	9,295
	MacLean.
5(f)	To reappoint	528,456,040	99.35	3,474,263	0.65	531,930,303	3,335
	Brendan McDonagh.
5(g)	To reappoint Helen	531,870,156	99.99	60,212	0.01	531,930,368	3,270
	Normoyle.
5(h)	To appoint Ann	531,873,960	99.99	52,780	0.01	531,926,740	6,898
	O'Brien.
5(j)	To appoint Raj Singh.	531,869,018	99.99	55,608	0.01	531,924,626	9,012

Votes cast by shareholders excluding the controlling shareholder are shown below.

Notes:

1. A "Vote Withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "For" and "Against" a resolution.

2. The total number of ordinary shares in issue as at Monday, 27 April 2020 was 2,714,381,237.

3. The total number of ordinary shares held by shareholders excluding the controlling shareholder on Monday, 27 April 2020 was 783,944,694.

In accordance with Listing Rule 6.1.60 of Euronext Dublin and Listing Rule 9.6.2 of the Financial Conduct Authority, copies of all resolutions, other than those concerning ordinary business, passed at the AGM today have been submitted to Euronext Dublin and the UK National Storage Mechanism and will be shortly available for inspection at www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.

-ENDS-

For further information, please contact:

Conor Gouldson Paddy McDonnell Head of Corporate Governance Head of Media Relations AIB Group plc AIB Group plc Dublin Dublin Tel: +353-1-772 0030 Tel: 353-1-641 2869 email: conor.w.gouldson@aib.ie email: paddy.x.mcdonnell@aib.ie

¹ Controlling shareholder: shareholder(s) that exercise or control more than 30% of the voting rights of the Company.