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Irish Continental Group AGM Information 2021

May 12, 2021

1953_rns_2021-05-12_81e26972-1a3c-4eb2-b73a-2c65da08d88b.pdf

AGM Information

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12 May 2021

Irish Continental Group plc

Result of Annual General Meeting ("AGM")

At the AGM of Irish Continental Group plc held today, Wednesday 12 May 2021, all resolutions proposed were passed on a poll.

In compliance with health authority guidance the AGM was held with minimum attendance to ensure social distancing protocols were adhered to and the Company would like to thank shareholders for their forbearance in not attending today's AGM. Shareholders were requested to appoint the chair of the meeting as their proxy to ensure their votes were included in the poll.

The full text of each resolution was included in the Notice of the Annual General Meeting published and circulated to shareholders on 15 April 2021 and which is available on the Company's website www.icg.ie .

The table below sets out the results of the poll on each resolution.

Against
RESOLUTION For Total Votes Withheld
Number % Number % Number Number
ANNUAL GENERAL MEETING
1 To receive and consider the 2020
financial statements and the reports of
the directors and auditor thereon and a
review of the affairs of the Company
87,171,309 100.00% 0 0.00% 87,171,309 10,200
2.a To re-appoint John B. McGuckian as a
director
80,617,006 92.47% 6,564,503 7.53% 87,181,509 0
2.b To re-appoint Eamonn Rothwell as a
director
80,843,084 92.73% 6,338,425 7.27% 87,181,509 0
2.c To re-appoint David Ledwidge as a
director
81,978,319 94.04% 5,199,750 5.96% 87,178,069 3,440
2.d To re-appoint Brian O'Kelly as a
director
74,015,683 92.51% 5,996,033 7.49% 80,011,719 7,169,793
2.e To re-appoint John Sheehan as a
director
81,247,310 93.20% 5,930,759 6.80% 87,178,069 3,440
2.f To re-appoint Lesley Williams as a
director
87,175,069 99.99% 3,000 0.01% 87,178,069 3,440
To approve the appointment of KPMG
3 as statutory auditor of the Company 87,135,169 99.95% 40,900 0.05% 87,176,069 2,000
4 To authorise the directors to fix the
auditors remuneration for the year
ended 31 December 2021
87,129,409 99.95% 41,900 0.05% 87,171,309 10,200
5 To receive and consider the Report of
the Remuneration Committee for the
year ended 31 December 2020 (as an
advisory resolution)
79,330,327 99.16% 671,896 0.84% 80,002,223 7,179,286
To receive and consider the
6 Remuneration Policy (as an advisory
resolution)
69,515,747 87.03% 10,362,657 12.97% 79,878,404 7,303,105
7 General authority to allot relevant
securities
80,633,398 92.49% 6,548,111 7.51% 87,181,509 0
8 To disapply statutory pre-emption
provisions in specified circumstances
for up to 5% of issued share capital
81,517,393 99.39% 500,606 0.61% 82,017,999 5,163,510
9 To disapply statutory pre-emption
provisions for up to an additional 5%
of issued share capital in connection
with specified transactions
81,476,787 99.34% 541,212 0.66% 82,017,999 5,163,510
10 To authorise the Company to make
market purchases of its own shares
86,704,173 99.45% 477,336 0.55% 87,181,509 0
11 To authorise the Company to re-allot
treasury shares
86,752,333 99.52% 418,976 0.48% 87,171,309 10,200
12 Authority to convene certain general
meetings on 14 days notice
85,710,271 98.32% 1,468,488 1.68% 87,178,759 2,750

Resolutions 1 to 7 were proposed as ordinary resolutions and Resolutions 8 to 12 were proposed as special resolutions. Votes withheld are not a vote in law and are not considered in counting the total votes for and against.

Copies of the resolutions passed will be submitted to the Irish Stock Exchange and the UK National Storage Mechanism. These will shortly be available for inspection at Companies Announcements Office, Euronext Dublin, The Exchange, Foster Place, Dublin 2, and at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Tom Corcoran

Company Secretary