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Kerry Group Plc AGM Information 2024

May 2, 2024

1957_rns_2024-05-02_2cde3fac-cb1e-4b75-9c8a-0e92d1c51766.pdf

AGM Information

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Annual General Meeting of Kerry Group plc (the "Company")

The Company's Annual General Meeting was held today 2 May 2024. The number of Ordinary Shares in issue on that date was 173,479,498 (there are no Treasury Shares in issue). Following the meeting the Company announces that all the resolutions were passed by the requisite majorities on a show of hands at the meeting. Details of the resolutions are contained in the Notice of Meeting which is available on the Company's website at www.kerry.com/agm. The following table gives details of all the valid proxy votes received in advance of the meeting:

RESOLUTION RESOLUTION FOR AGAINST TOTAL WITHHELD*
TYPE VOTES % VOTES % VOTES VOTES
1 To review the Company's affairs and to receive and consider the
Financial Statements for the year ended 31 December 2023,
together with the reports of the Directors and the Auditors thereon.
Ordinary 108,553,377 99.69% 340,053 0.31% 108,893,430 290,601
2 To declare a final dividend. Ordinary 108,920,063 99.86% 150,849 0.14% 109,070,912 113,119
3 To elect the following Directors:
3 (a) Dr Genevieve Berger Ordinary 109,031,596 100.00% 2,983 0.00% 109,034,579 149,452
3 (b) Prof Catherine Godson Ordinary 109,026,821 99.99% 7,982 0.01% 109,034,803 149,228
3 (c) Ms Liz Hewitt Ordinary 109,026,201 99.99% 8,167 0.01% 109,034,368 149,663
4 To re-elect the following Directors:
4 (a) Mr Gerry Behan Ordinary 107,743,028 98.79% 1,321,684 1.21% 109,064,712 119,319
4 (b) Ms Fiona Dawson Ordinary 108,315,177 99.31% 753,024 0.69% 109,068,201 115,830
4 (c) Ms Emer Gilvarry Ordinary 107,602,588 98.66% 1,462,002 1.34% 109,064,590 119,441
4 (d) Mr Michael Kerr Ordinary 108,154,382 99.17% 910,207 0.83% 109,064,589 119,442
4 (e) Ms Marguerite Larkin Ordinary 107,740,250 98.78% 1,328,702 1.22% 109,068,952 115,079
4 (f) Mr Tom Moran Ordinary 104,465,804 95.78% 4,597,151 4.22% 109,062,955 121,076
4 (g) Mr Christopher Rogers Ordinary 103,410,953 94.82% 5,651,965 5.18% 109,062,918 121,113
4 (h) Mr Patrick Rohan Ordinary 108,930,693 99.87% 137,163 0.13% 109,067,856 116,175
4 (i) Mr Edmond Scanlon Ordinary 109,039,266 99.98% 21,976 0.02% 109,061,242 122,789
4 (j) Mr Jinlong Wang Ordinary 108,150,911 99.16% 912,720 0.84% 109,063,631 120,400
RESOLUTION RESOLUTION FOR AGAINST TOTAL WITHHELD*
TYPE VOTES % VOTES % VOTES VOTES
5 Authority to determine the Auditors remuneration. Ordinary 108,970,016 99.94% 65,706 0.06% 109,035,722 148,309
6 To receive and Consider the Directors' Remuneration Report
(excluding Section C).
Ordinary 105,508,410 97.17% 3,074,126 2.83% 108,582,536 601,495
7 To receive and Consider the Directors' Remuneration Policy. Ordinary 103,331,399 95.15% 5,266,332 4.85% 108,597,731 586,300
8 To amend the rules of the Kerry Group plc 2021 Long-Term
Incentive Plan.
Ordinary 105,197,847 96.87% 3,395,421 3.13% 108,593,268 590,763
9 Authority to issue Ordinary Shares. Ordinary 100,876,766 92.52% 8,156,137 7.48% 109,032,903 151,128
10 Authority to disapply pre-emption rights. Special 103,631,381 95.05% 5,400,097 4.95% 109,031,478 152,553
11 Authority to disapply pre-emption rights for an additional 10% for
specified transactions.
Special 93,829,392 86.06% 15,203,069 13.94% 109,032,461 151,570
12 Authority to make market purchases of the Company's own
shares.
Special 108,262,281 99.27% 793,231 0.73% 109,055,512 128,519
13 Authority to convene an Extraordinary General Meeting on 14
days' notice.
Special 97,925,175 89.79% 11,139,815 10.21% 109,064,990 119,041

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