Kerry Group Plc — AGM Information 2018

May 4, 2018

4 May 2018

Kerry Group Regulatory Announcement Result of Annual General Meeting

The Directors of the Company wish to announce that all resolutions put to the shareholders at the Annual General Meeting (AGM) of the Company held on, Thursday 3 May 2018, were passed on a show of hands at the meeting.

The following table gives details of all the valid proxy votes received in advance of the meeting.

Details of the resolutions are contained in the Notice of Meeting which is available on the company's website: www.kerrygroup.com.

No.	Resolution	For	Against	Withheld
1	Report & Accounts	100,382,108	221,138	420,525
2	Declaration of Dividend	100,586,132	370,162	67,477
3 (a)	To elect Mr Gerard Culligan	100,696,283	321,865	5,623
3 (b)	To elect Mr Cornelius Murphy	100,701,161	317,128	5,482
3 (c)	To elect Mr Edmond Scanlon	100,437,483	580,806	5,482
4 (a)	To re-elect Mr Gerry Behan	99,951,368	1,067,099	5,304
4 (b)	To re-elect Mr Hugh Brady	99,997,887	1,020,439	5,445
4 (c)	To re-elect Dr Karin Dorrepaal	100,494,813	519,037	9,921
4 (d)	To re-elect Ms Joan Garahy	100,492,914	517,399	13,458
4 (e)	To re-elect Mr James Kenny	99,934,057	1,084,456	5,258
4 (f)	To re-elect Mr Brian Mehigan	99,851,772	1,162,342	9,657
4 (g)	To re-elect Mr Tom Moran	100,124,598	893,605	5,568
4 (h)	To re-elect Mr Philip Toomey	100,000,683	1,012,731	10,357
5	Remuneration of Auditors	100,902,221	103,796	17,754
6	Directors Remuneration Report	97,669,720	3,150,752	203,299
7	Remuneration Policy Report	98,418,376	2,343,694	261,701
8	Authority to Issue Ordinary Shares	100,873,074	143,790	6,907
9	Disapplication of pre-emption rights (allotment of up to 5% for cash)*	100,002,523	1,002,003	19,245

10	Disapplication of pre-emption rights (additional allotment of up to 5% for specified transactions)*	95,304,847	5,701,736	17,188
11	Authority to make market purchases of the Company's Ordinary Shares*	100,275,222	690,096	58,453
12	Articles of Association*	101,010,718	8,208	4,845

* Denotes a special resolution

Michael Dowling retired from the Board, following the conclusion of the Annual General Meeting and accordingly did not seek re-election at the meeting.

Proxy appointments which gave discretion to the Chairman of the Annual General Meeting have been included in the 'Votes For' total of the appropriate resolution.

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

Only shareholders on the register of members as at 5pm on 1 May 2018 were entitled to attend and vote at the Annual General Meeting. The Issued Share Capital ('ISC') as at that time and date was 176,276,977 A Ordinary Shares of 12.5 cent each and the Company did not hold any Treasury Shares on that date. Accordingly, voting rights in respect of 176,276,977 A Ordinary Shares could be exercised at the Annual General Meeting.

In accordance with Listing Rules, copies of the resolutions passed (see attached pdf) at the AGM have been submitted to the Irish Stock Exchange and the UK's National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM or at the following address:

Companies Announcement Office Euronext Dublin 28 Anglesea Street Dublin 2 Ireland

Contact Information

Company Secretarial
Ronan Deasy	Company Secretary	+353 66 7182000	ronan.deasy@kerry.ie
Website

www.kerrygroup.com