RESULTS OF ANNUAL GENERAL MEETING
Bunzl plc (the "Company") confirms that all resolutions proposed at its Annual General Meeting ("AGM") held on 21 April 2021 were duly passed by shareholders on a poll.
In accordance with Listing Rule 9.6.2, copies of the resolutions passed, other than resolutions constituting ordinary business, at the AGM have been submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. In addition, and in accordance with Listing Rule 9.2.6E, a copy of the Company's new Articles of Association, which set out the principal rights and restrictions attached to its ordinary shares, has also been submitted to the NSM.
The AGM voting results are as follows:
|
Company name: |
Bunzl plc |
|
Meeting date: |
21 April 2021 |
|
Number of cards (shareholders) at voting record date: |
4,887 |
|
Issued share capital at voting record date: |
337,026,438 |
|
Number of votes per share: |
1 |
|
Resolution (No. as noted on the Form of Proxy) |
Votes For (including votes at Chairman's discretion) |
% of shares voted |
Votes Against |
% of shares voted |
Votes Withheld* |
|
|
Ordinary resolutions: |
|
|||||
|
1 |
Consideration of accounts |
275,662,597 |
100.00% |
1,852 |
0.00% |
1,995,573 |
|
2 |
Declaration of a final dividend |
276,221,680 |
99.49% |
1,413,668 |
0.51% |
24,674 |
|
3 |
Re-appointment of Peter Ventress as a director |
243,400,696 |
88.55% |
31,478,018 |
11.45% |
2,781,308 |
|
4 |
Re-appointment of Frank van Zanten as a director |
265,042,788 |
95.47% |
12,581,804 |
4.53% |
35,430 |
|
5 |
Re-appointment of Richard Howes as a director |
275,760,687 |
99.33% |
1,860,695 |
0.67% |
38,640 |
|
6 |
Re-appointment of Vanda Murray as a director |
275,184,831 |
99.12% |
2,436,302 |
0.88% |
38,889 |
|
7 |
Re-appointment of Lloyd Pitchford as a director |
276,299,146 |
99.52% |
1,323,352 |
0.48% |
37,524 |
|
8 |
Re-appointment of Stephan Nanninga as a director |
208,506,619 |
78.26% |
57,931,085 |
21.74% |
11,222,317 |
|
9 |
Appointment of Vin Murria as a director |
194,598,436 |
75.61% |
62,762,380 |
24.39% |
20,299,205 |
|
10 |
Appointment of Maria Fernanda Mejía as a director |
276,590,089 |
99.63% |
1,030,281 |
0.37% |
39,652 |
|
11 |
Re-appointment of PricewaterhouseCoopers LLP as auditors |
275,692,311 |
99.30% |
1,932,849 |
0.70% |
34,862 |
|
12 |
Remuneration of auditors |
277,461,782 |
99.94% |
167,201 |
0.06% |
30,860 |
|
13 |
Approval of remuneration policy |
258,507,726 |
94.42% |
15,269,784 |
5.58% |
3,880,511 |
|
14 |
Approval of remuneration report |
262,042,684 |
95.71% |
11,738,080 |
4.29% |
3,879,257 |
|
15 |
Approval of Policy related amendments to the Company's Long Term Incentive Plan |
258,867,926 |
93.95% |
16,663,652 |
6.05% |
2,126,110 |
|
16 |
Approval of new US employee stock purchase plan |
277,182,966
|
99.84% |
431,925 |
0.16% |
45,131 |
|
17 |
Renewal of savings-related share option scheme |
274,798,034 |
98.98% |
2,823,447 |
1.02% |
38,541 |
|
18 |
Authority to allot shares |
252,179,947 |
90.83% |
25,449,532 |
9.17% |
30,543 |
|
Special resolutions: |
|
|||||
|
19 |
General authority to disapply pre-emption rights |
270,657,773 |
97.64% |
6,550,193 |
2.36% |
452,056 |
|
20 |
Specific authority to disapply pre-emption rights in connection with an acquisition or specified capital investment |
268,290,454 |
96.78% |
8,916,636 |
3.22% |
452,932 |
|
21 |
Authority for the Company to purchase its own ordinary shares |
274,789,304 |
99.01% |
2,741,815 |
0.99% |
128,902 |
|
22 |
Notice of general meetings |
251,845,088 |
90.71% |
25,784,592 |
9.29% |
30,341 |
|
23 |
Amendments to articles of association |
277,503,369 |
99.96% |
100,947 |
0.04% |
55,705 |
* A vote withheld is not a vote in law and is not counted towards the votes cast 'For' or 'Against' a resolution.
The Board notes that, although resolution 8, to re-appoint Stephan Nanninga, and resolution 9, to appoint Vin Murria, were each passed with the necessary majority, 21.74% and 24.39% (respectively) of votes received were against.
The Board is fully satisfied with both Stephan's and Vin's contribution and commitment of time to the Company and strongly supports their re-appointment and appointment (respectively). However, the Company will engage with those shareholders who voted against the relevant resolutions to understand and discuss their concerns. The Company will provide further updates in due course, in accordance with the Financial Reporting Council's UK Corporate Governance Code.
Suzanne Jefferies
Interim General Counsel & Company Secretary
21 April 2021
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