Company Announcements

Result of AGM

Source: RNS
RNS Number : 7242P
Bank of Ireland Group PLC
23 May 2024
 

Bank of Ireland Group PLC (the "Company")

 

Results of the 2024 Annual General Meeting ("AGM")

 

23 May 2024

 

The Company announces that at its AGM, held on 23 May 2024, all of the resolutions proposed were duly passed, as set out below.

 

Resolutions 1 to 7 (inclusive) and Resolutions 9 and 12 were passed as ordinary resolutions and resolutions 8, 10, 11 and 13 were passed as special resolutions, each on a poll. The full text of each resolution was set out in the Chairman's Letter to holders of Ordinary Shares and Notice of the AGM which was posted to shareholders on 19 April 2024 and is available on the Company website at https://investorrelations.bankofireland.com.

 

In addition, procedural motions were put to the meeting to correct typographical errors (a) in the record and payment dates and (b) in relation to the year of expiry in Resolutions 12 and 13. The procedural motions were each passed on a show of hands.

 

The results of the voting on each resolution are as follows:

 

Resolution 1

 

To receive and consider the Company's Financial Statements for the year ended 31 December 2023, together with the Report of the Directors and the Auditor's Report.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

1

793,549,478

99.99%

48,561

0.01%

793,598,039

572,453

 

Resolution 2

 

To declare a Dividend.

 

Resolution

Votes

For

%

Votes

Against

%

Total Votes

Cast

Votes

Withheld

2

794,162,131

100.00%

5,433

0.00%

794,167,564

2,928

 

Resolution 3

 

To elect the following Directors to the Board, by separate resolutions:

(a)  Akshaya Bhargava

(b)  Margaret Sweeney

 

Resolution

Votes

For

%

Votes

Against

%

Total Votes

Cast

Votes

Withheld

3(a)

794,079,275

99.99%

78,830

0.01%

794,158,105

11,720

3(b)

794,140,848

100.00%

21,213

0.00%

794,162,061

7,170

 

To re-elect the following Directors, by separate resolutions:

(c)  Giles Andrews;

(d)  Evelyn Bourke;

(e)  Ian Buchanan;

(f)   Eileen Fitzpatrick;

(g)  Richard Goulding;

(h)  Michele Greene;

(i)   Patrick Kennedy;

(j)   Myles O'Grady;

(k)  Steve Pateman; and

(l)   Mark Spain.

 

Resolution

Votes

For

%

Votes

Against

%

Total Votes

Cast

Votes

Withheld

3 (c)

788,037,211

99.23%

6,118,908

0.77%

794,156,119

14,373

3 (d)

763,745,467

96.17%

30,420,571

3.83%

794,166,038

4,454

3 (e)

794,106,387

99.99%

55,094

0.01%

794,161,481

9,011

3 (f)

780,908,735

98.33%

13,257,219

1.67%

794,165,954

4,538

3 (g)

787,751,898

99.19%

6,411,503

0.81%

794,163,401

7,102

3 (h)

788,081,641

99.23%

6,082,102

0.77%

794,163,743

6,760

3 (i)

734,785,475

96.08%

29,977,266

3.92%

764,762,741

29,407,762

3 (j)

764,708,605

99.99%

51,649

0.01%

764,760,254

29,410,249

3 (k)

794,103,165

99.99%

58,979

0.01%

794,162,144

8,359

3 (l)

760,112,458

99.39%

4,648,254

0.61%

764,760,712

29,409,124

 

Resolution 4

 

To consider the continuation in office of KPMG as Auditor of the Company. 

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

4

787,981,175

99.97%

200,468

0.03%

788,181,643

5,988,840

 

Resolution 5

 

To authorise the Directors to fix the remuneration of the Auditor for the 2024 financial year.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

5

793,969,873

99.98%

193,715

0.02%

794,163,588

6,915

 

Resolution 6

 

To approve the convening of an Extraordinary General Meeting on 14 days' notice for the passing of an ordinary resolution.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

6

753,005,605

94.82%

41,154,859

5.18%

794,160,464

10,039

 

Resolution 7

 

To receive and consider the Directors' Remuneration Report for the year ended 31 December 2023.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

7

777,318,663

98.62%

10,866,052

1.38%

788,184,715

5,985,788

 

Resolution 8

 

To authorise purchases of Ordinary Shares by the Company or subsidiaries.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

8

787,865,135

99.24%

6,056,486

0.76%

793,921,621

248,882

 

Resolution 9

 

To authorise the Directors to issue Ordinary Shares.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

9

714,829,689

90.01%

79,328,299

9.99%

794,157,988

12,514

 

Resolution 10

 

To renew the Directors' authority to issue Ordinary Shares on a non-pre-emptive basis for cash.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

10

792,910,358

99.85%

1,209,120

0.15%

794,119,478

51,024

 

Resolution 11

 

To approve the Directors' additional authority to issue Ordinary Shares on a non-pre-emptive basis for cash in the case of an acquisition or specified capital investment.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

11

740,779,982

93.28%

53,339,373

6.72%

794,119,355

51,147

 

Resolution 12

 

To authorise the Directors to issue contingent equity conversion notes, and Ordinary Shares on the conversion of such notes.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

12

786,222,784

99.00%

7,920,105

1.00%

794,142,889

27,613

 

Resolution 13

 

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
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

13

786,067,276

98.98%

8,076,609

1.02%

794,143,885

25,950

 

 

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.

 

In accordance with Listing Rule 6.1.60 of Euronext Dublin and Listing Rule 9.6.2 of the Financial Conduct Authority, copies of all resolutions, other than those concerning ordinary business, will be submitted to the Euronext Dublin and the UK's National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

23 May 2024

 

For further information contact:

Sarah McLaughlin, Group Secretary

Tel: +353 87 4315242

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