Results of the Annual General Meeting
Source: RNSBank of Ireland Group PLC (the "Company")
Results of the 2019 Annual General Meeting ("AGM")
14 May 2019
All of the resolutions proposed at the AGM of the Company held on 14 May 2019 were duly passed.
The results of the voting on each resolution are as follows:
Resolution 1
To receive and consider the Company's Financial Statements, the Report of the Directors and the Auditors' Report for the year ended 31 December 2018.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
1 |
791,296,797 |
99.99 |
41,103 |
0.01 |
446,714 |
791,337,900 |
|
|
|
|
|
|
|
|
Resolution 2
To declare a final dividend.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
2 |
791,672,090 |
100.00 |
6,694 |
0.00 |
105,830 |
791,678,784 |
|
|
|
|
|
|
|
|
Resolution 3
To receive and consider the Group Remuneration Committee Report for the year ended 31 December 2018.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
3 |
789,273,290 |
99.70 |
2,384,721 |
0.30 |
126,603 |
791,658,011 |
|
|
|
|
|
|
|
|
Resolution 4
To elect the following Directors, by separate resolutions:
(a) Evelyn Bourke;
(b) Ian Buchanan; and
(c) Steve Pateman.
|
Resolution |
Votes For |
% |
Votes Against |
% |
Votes Withheld |
Votes Total |
|
4 (a) |
789,796,964 |
99.76 |
1,871,301 |
0.24 |
116,300 |
791,668,265 |
|
4 (b) |
791,100,597 |
99.93 |
558,807 |
0.07 |
124,389 |
791,659,404 |
|
4 (c) |
791,099,892 |
99.93 |
555,129 |
0.07 |
129,544 |
791,655,021 |
|
|
|
|
|
|
|
|
To re-elect the following Directors, by separate resolutions:
(d) Richard Goulding
(e) Patrick Haren;
(f) Andrew Keating;
(g) Patrick Kennedy;
(h) Francesca McDonagh;
(i) Fiona Muldoon; and
(j) Patrick Mulvihill.
|
Resolution |
Votes For |
% |
Votes Against |
% |
Votes Withheld |
Votes Total |
|
4 (d) |
790,951,126 |
99.91 |
704,446 |
0.09 |
129,022 |
791,655,572 |
|
4 (e) |
787,686,790 |
99.50 |
3,969,945 |
0.50 |
127,879 |
791,656,735 |
|
4 (f) |
782,794,699 |
98.88 |
8,862,837 |
1.12 |
126,982 |
791,657,536 |
|
4 (g) |
784,923,124 |
99.15 |
6,739,438 |
0.85 |
121,007 |
791,662,562 |
|
4 (h) |
791,117,940 |
99.93 |
550,107 |
0.07 |
116,567 |
791,668,047 |
|
4 (i) |
789,650,203 |
99.75 |
2,017,870 |
0.25 |
116,492 |
791,668,073 |
|
4 (j) |
790,954,034 |
99.91 |
700,222 |
0.09 |
130,309 |
791,654,256 |
Resolution 5
To consider the continuation in office of KPMG as Auditors of the Company.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
5 |
791,260,437 |
99.95 |
394,379 |
0.05 |
128,369 |
791,654,816 |
|
|
|
|
|
|
|
|
Resolution 6
To authorise the Directors to fix the remuneration of the Auditors.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
6 |
791,327,571 |
99.96 |
348,517 |
0.04 |
108,497 |
791,676,088 |
|
|
|
|
|
|
|
|
Resolution 7
To authorise purchases of Ordinary Shares by the Company or subsidiaries.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
7 |
790,300,475 |
99.81 |
1,476,354 |
0.19 |
7,756 |
791,776,829 |
Resolution 8
To authorise the Directors to issue Ordinary Shares.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
8 |
782,959,087 |
98.89 |
8,803,150 |
1.11 |
14,482 |
791,762,237 |
|
|
|
|
|
|
|
|
Resolution 9
To authorise the Directors to issue Ordinary Shares on a non-pre-emptive basis for cash.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
9 |
786,052,203 |
99.28 |
5,699,993 |
0.72 |
42,369 |
791,742,196 |
|
|
|
|
|
|
|
|
Resolution 10
To authorise the Directors to issue contingent equity conversion notes, and Ordinary Shares on the conversion of such notes.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
10 |
791,533,574 |
99.97 |
218,291 |
0.03 |
32,633 |
791,751,865 |
Resolution 11
To authorise the Directors to issue for cash on a non-pre-emptive basis, contingent equity conversion notes, and Ordinary Shares on the conversion of such notes.
|
Resolution |
Votes |
% |
Votes Against |
% |
Votes Withheld |
Votes |
|
11 |
782,505,345 |
98.83 |
9,241,292 |
1.17 |
37,977 |
791,746,637 |
The "Vote Withheld" option is provided to enable abstention on any particular resolution. However, it should be noted that 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.
The full text of each resolution was set out in the Chairman's Letter to holders of Ordinary Shares and Notice of the Annual General Meeting which was posted to shareholders on 9 April 2019.
In accordance with Irish Listing Rule 6.6.2 and UK Listing Rule 9.6.2, copies of the resolutions will be submitted to the Irish Stock Exchange and the UK's National Storage Mechanism and will shortly be available for inspection at the following locations:
Company Announcements Office
The Irish Stock Exchange t/a Euronext Dublin
28 Anglesea Street
Dublin 2
and at
http://www.morningstar.co.uk/uk/NSM
14 May 2019
For further information contact:
Helen Nolan, Group Secretary
Tel: + 353 (0) 76 6234710
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