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AIB Group Plc AGM Information 2022

May 5, 2022

1950_dva_2022-05-05_59b022d0-18fb-4798-be6c-ca0a983f8d3f.pdf

AGM Information

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5 May 2022

AIB GROUP PLC (the "Company")

RESULTS OF ANNUAL GENERAL MEETING 2022

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 13 (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 1 April 2022 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
2,428,358,643 100.00% 186 0.00% 2,428,358,829 529,792
2 To declare a final
dividend of 4.5
euro cent per
share payable on
13 May 2022
2,428,883,398 100.00% 161 0.00% 2,428,883,559 5,062
3 To authorise the
Directors to fix
the remuneration
of the Auditor
2,428,546,265 99.99% 335,010 0.01% 2,428,881,275 7,346
4 To consider the
continuation in
office of Deloitte
as Auditor
2,427,298,398 99.99% 334,984 0.01% 2,427,633,382 1,255,239
5(a) To appoint Anik
Chaumartin
2,427,527,132 99.94% 1,353,781 0.06% 2,428,880,913 7,708
5(b) To appoint Donal
Galvin
2,423,666,802 99.79% 5,214,396 0.21% 2,428,881,198 7,423
5(c) To reappoint Basil
Geoghegan
2,426,683,910 99.91% 2,197,260 0.09% 2,428,881,170 7,451
Resolution Votes For % Votes
Against
% Total
Votes
Cast
Votes
Withheld
5(d) To appoint Tanya
Horgan
2,427,529,289 99.94% 1,354,069 0.06% 2,428,883,358 5,237
5(e) To reappoint
Colin Hunt
2,427,192,144 99.93% 1,689,058 0.07% 2,428,881,202 7,419
5(f) To reappoint
Sandy Kinney
Pritchard
2,427,192,315 99.93% 1,688,814 0.07% 2,428,881,129 7,492
5(g) To reappoint
Carolan Lennon
2,424,065,794 99.80% 4,817,662 0.20% 2,428,883,456 5,165
5(h) To reappoint
Elaine MacLean
2,424,571,107 99.82% 4,312,303 0.18% 2,428,883,410 5,211
5(i) To reappoint
Andy Maguire
2,427,192,738 99.93% 1,688,301 0.07% 2,428,881,039 7,582
5(j) To reappoint
Brendan
McDonagh
2,423,316,486 99.77% 5,564,680 0.23% 2,428,881,166 7,453
5(k) To reappoint
Helen Normoyle
2,424,065,901 99.80% 4,817,536 0.20% 2,428,883,437 5,184
5(l) To reappoint Ann
O'Brien
2,427,191,305 99.93% 1,692,103 0.07% 2,428,883,408 5,213
5(m) To reappoint
Fergal O'Dwyer
2,426,683,904 99.91% 2,197,133 0.09% 2,428,881,037 7,584
5(n) To appoint Jim
Pettigrew
2,412,875,048 99.34% 16,006,083 0.66% 2,428,881,131 7,490
5(o) To appoint Jan
Sijbrand
2,427,526,946 99.94% 1,354,201 0.06% 2,428,881,147 7,474
5(p) To reappoint Raj
Singh
2,426,649,583 99.91% 2,231,401 0.09% 2,428,880,984 7,637
6 To consider the
Directors'
Remuneration
Report
2,427,467,143 99.94% 1,416,126 0.06% 2,428,883,269 5,314
7 To consider the
Remuneration
Policy
2,391,101,944 98.44% 37,778,009 1.56% 2,428,879,953 8,668
8 To authorise the
Directors to allot
relevant
securities
2,400,768,556 98.84% 28,114,850 1.16% 2,428,883,406 5,215
9(a) Limited
authorisation for
the Directors to
disapply pre
emption rights
2,428,295,036 99.98% 587,982 0.02% 2,428,883,018 5,603
9(b) Limited
authorisation for
the Directors to
disapply pre
emption rights
for an acquisition
or specified
capital event
2,416,115,009 99.47% 12,767,827 0.53% 2,428,882,836 5,785
Resolution Votes For % Votes % Total
Votes
Votes
Against Cast Withheld
10 To authorise the
purchase by the
Company of its
own shares
2,426,757,868 99.93% 1,791,062 0.07% 2,428,548,930 339,688
11 To determine the
re-issue price
range at which
any treasury
shares held may
be re-issued off
market
2,428,862,951 100.00% 18,100 0.00% 2,428,881,051 7,570
12 To authorise the
Directors to
convene general
meetings on 14
days' notice
2,387,492,461 98.30% 41,387,546 1.70% 2,428,880,007 8,614
13 To approve the
terms of the
Directed Buyback
Contract with the
Minister for
Finance and
authorise the
making of off
market purchases
of ordinary shares
531,131,363 99.67% 1,759,501 0.33% 532,890,864 1,895,997,757

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), f), g), h), i), j), k), l), m), o), and p) relating to the election or 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 ).

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

Resolution Votes For % Votes
Against
% Total
Votes
Cast
Votes
Withheld
5(a) To appoint Anik
Chaumartin
533,347,973 99.75% 1,353,781 0.25% 534,701,754 7,708
5(c) To reappoint Basil
Geoghegan
532,504,751 99.59% 2,197,260 0.41% 534,702,011 7,451
5(d) To appoint Tanya
Horgan
533,350,130 99.75% 1,354,069 0.25% 534,704,199 5,237
5(f) To reappoint Sandy
Kinney Pritchard
533,013,156 99.68% 1,688,814 0.32% 534,701,970 7,492
5(g) To reappoint Carolan
Lennon
529,886,635 99.10% 4,817,662 0.90% 534,704,297 5,165

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

5(h) To reappoint Elaine
MacLean
530,391,948 99.19% 4,312,303 0.81% 534,704,251 5,211
5(i) To reappoint Andy
Maguire
533,013,579 99.68% 1,688,301 0.32% 534,701,880 7,582
5(j) To reappoint
Brendan McDonagh
529,137,327 98.96% 5,564,680 1.04% 534,702,007 7,453
5(k) To reappoint Helen
Normoyle
529,886,742 99.10% 4,817,536 0.90% 534,704,278 5,184
5(l) To reappoint Ann
O'Brien
533,012,146 99.68% 1,692,103 0.32% 534,704,249 5,213
5(l) To reappoint Fergal
O'Dwyer
532,504,745 99.59% 2,197,133 0.41% 534,701,878 7,584
5(o) To appoint Jan
Sijbrand
533,347,787 99.75% 1,354,201 0.25% 534,701,988 7,474
5(p) To reappoint Raj
Singh
532,470,424 99.58% 2,231,401 0.42% 534,701,825 7,637

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.
    1. The total number of ordinary shares in issue as at Sunday, 1 May 2022 was 2,714,381,237.
    1. The total number of ordinary shares held by shareholders excluding the controlling shareholder on Sunday, 1 May 2022 was 820,202,078.

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 https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

-ENDS-

Contact details:

Conor Gouldson Niamh Hore Paddy McDonnell
Group Company Secretary Head of Investor Relations Head of Media Relations
AIB Molesworth Street AIB Molesworth Street AIB Molesworth Street
Dublin 2 Dublin 2 Dublin 2
Tel: +353-1-7720030 Tel: +353-1-6411817 Tel: +353-87-7390743
email: email: email:
[email protected] [email protected] [email protected]