Result of AGM

Bakkavor Group PLC

31 May 2023

 

31 May 2023

Bakkavor Group plc

(the 'Company')

2023 Annual General Meeting - Poll Results

The Company's 2023 Annual General Meeting ("AGM") was held today at 10.00 am at Fitzroy Place, 5^th Floor, 8 Mortimer Street, London, W1T 3JJ.  All resolutions set out in the Notice of AGM dated 17 March 2023 and put to the meeting were decided on by a poll and were passed.

Resolutions 1 to 17 were each passed as an Ordinary Resolution (requiring a simple majority for them to be passed) and resolutions 18 to 21 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed).  The results for each resolution are set out below.

	Resolution	Votes For and Discretionary Votes	%	Votes Against	%	Total Votes Cast (Excluding Withheld)	% of ISC Voted *	Votes Withheld
1.	To receive the Annual Report and Accounts	564,145,722	100.00%	1,145	0.00%	564,146,867	97.36	823,400
2.	To approve the Directors' Remuneration Report	564,103,863	99.85%	862,259	0.15%	564,966,122	97.50	4,145
3.	To declare a final dividend on the ordinary shares of the Company for the year ended 31 December 2022 of 4.16 pence per ordinary share	564,969,122	100.00%	1,145	0.00%	564,970,267	97.51	0
4.	To re-elect Simon Burke as a Director of the Company	557,470,505	99.33%	3,744,684	0.67%	561,215,189	96.86	3,755,078
5.	To re-elect Mike Edwards as a Director of the Company	564,958,652	100.00%	11,615	0.00%	564,970,267	97.51	0
6.	To re-elect Ben Waldron as a Director of the Company	564,958,578	100.00%	11,689	0.00%	564,970,267	97.51	0
7.	To re-elect Sanjeevan Bala as a Director of the Company	564,958,652	100.00%	11,215	0.00%	564,969,867	97.51	400
8.	To re-elect Umran Beba as a Director of the Company	562,413,499	99.69%	1,733,768	0.31%	564,147,267	97.36	823,000
9.	To re-elect Jill Caseberry as a Director of the Company	563,236,899	99.69%	1,723,368	0.31%	564,960,267	97.50	10,000
10.	To re-elect Patrick Cook as a Director of the Company	564,958,578	100.00%	11,689	0.00%	564,970,267	97.51	0
11.	To re-elect Agust Gudmundsson as a Director of the Company	564,959,052	100.00%	11,215	0.00%	564,970,267	97.51	0
12.	To re-elect Lydur Gudmundsson as a Director of the Company	563,236,177	99.69%	1,734,090	0.31%	564,970,267	97.51	0
13.	To re-elect Denis Hennequin as a Director of the Company	563,227,530	99.69%	1,742,737	0.31%	564,970,267	97.51	0
14.	To re-elect Jane Lodge as a Director of the Company	564,958,852	100.00%	1,415	0.00%	564,960,267	97.50	10,000
15.	To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company	564,144,392	99.85%	825,875	0.15%	564,970,267	97.51	0
16.	To authorise the Audit and Risk Committee to determine the remuneration of the Auditors	564,968,308	100.00%	1,959	0.00%	564,970,267	97.51	0
17.	To authorise the Directors to allot shares	561,540,882	99.39%	3,428,836	0.61%	564,969,718	97.51	549
18.	To empower the Directors to disapply pre-emption rights	560,691,244	99.24%	4,278,074	0.76%	564,969,318	97.51	949
19.	To empower the Directors to disapply pre-emption rights for financing/refinancing particular acquisitions and other capital investments	560,700,938	99.24%	4,268,929	0.76%	564,969,867	97.51	400
20.	To authorise the Company to purchase its own shares	564,118,343	99.85%	851,924	0.15%	564,970,267	97.51	0
21.	To allow a general meeting to be called on 14 clear days' notice	564,876,291	99.98%	93,976	0.02%	564,970,267	97.51	0

          * Based on total issued share capital as at 26 May 2023 of 579,425,585 Ordinary shares.

Votes of Independent Shareholders on the resolutions concerning the re-election of the Independent Non-executive Directors
	Resolution	Votes For and Discretionary Votes	%	Votes Against	%	Total Votes Cast	% of ISC Voted **	Votes Withheld
1.	To re-elect Simon Burke as a Director of the Company	137,222,817	97.34%	3,744,684	2.66%	140,967,501	88.56	3,755,078
2.	To re-elect Sanjeevan Bala as a Director of the Company	144,710,964	99.99%	11,215	0.01%	144,722,179	90.92	400
3.	To re-elect Umran Beba as a Director of the Company	142,165,811	98.80%	1,733,768	1.20%	143,899,579	90.40	823,000
4.	To re-elect Jill Caseberry as a Director of the Company	142,989,211	98.81%	1,723,368	1.19%	144,712,579	90.91	10,000
5.	To re-elect Denis Hennequin as a Director of the Company	142,979,842	98.80%	1,742,737	1.20%	144,722,579	90.92	0
6.	To re-elect Jane Lodge as a Director of the Company	144,711,164	100.00%	1,415	0.00%	144,712,579	90.91	10,000

          ** Based on independent voting capital of 159,177,897 being total issued share capital of 579,425,585 Ordinary shares as at 26 May 2023, but 

             excluding shares held by the controlling shareholders.

Notes:

a)   The votes "For" and "Against" are expressed as a percentage of the votes received.

b)   The Company's issued share capital as at 26 May 2023 is 579,425,585 ordinary shares of 2 pence each.

c)   The Company's issued share capital as at 31 May 2023 is 579,425,585 ordinary shares of 2 pence each.

d)   Where shareholders have appointed the Chairman of the meeting as their proxy with discretion as to voting, those votes have been cast in favour of all of the resolutions.

e)   A "Vote Withheld" is not counted towards the votes cast "For" or "Against" a resolution.

f)    In accordance with Listing Rule 9.2.2E, Resolutions 4, 7, 8, 9,13 and 14 (re-election of independent directors) inclusive were approved by: (a) the shareholders of the Company; and (b) the independent shareholders of the Company.

g)   In accordance with Listing Rule 9.6.2, a copy of all resolutions passed other than resolutions concerning ordinary business will be submitted to the FCA via the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

-Ends-

Enquiries

Company Secretarial:

Annabel Tagoe-Bannerman, Group General Counsel and Company Secretary                       [phone]

Institutional investors and analysts:

Emily Daw, Group Financial Controller & Head of Investor Relations                                       [phone]

About Bakkavor

We are the leading provider of fresh prepared food in the UK, and our presence in the US and China positions the Group well in these, high-growth markets. We leverage our consumer insight and scale to provide innovative food that offers quality, choice, convenience, and freshness. Around 18,500 colleagues operate from 44 sites across our three markets supplying a portfolio of over 2,900 products across meals, pizza & bread, salads and desserts to leading grocery retailers in the UK and US, and international food brands in China.

LEI number: 213800COL7AD54YU9949

 

END