Result of AGM

Bakkavor Group PLC

23 May 2024

 

23 May 2024

Bakkavor Group plc

(the 'Company')

2024 Annual General Meeting - Poll Results

The Company's 2024 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 4 March 2024 and put to the meeting were decided on by a poll and were passed.

Resolutions 1 to 18 were each passed as an Ordinary Resolution (requiring a simple majority for them to be passed) and resolutions 19 to 22 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.

Res No.	Resolution	Votes For and Discretionary Votes	%	Votes Against	%	Total Votes Cast (Excluding Withheld)	% of ISC Voted *	Votes Withheld
1.	To receive the 2023 Annual Report and Accounts	557,183,171	100.00%	10,638	0.00%	557,193,809	96.16	7,689
2.	To approve the Directors' Remuneration Report	556,747,334	99.92%	440,095	0.08%	557,187,429	96.16	14,069
3.	To approve the 2024 Directors' Remuneration Policy	557,116,484	99.99%	70,788	0.01%	557,187,272	96.16	14,226
4.	To declare a final dividend for the year ended 30 December 2023 of 4.37 pence per ordinary share	557,184,529	100.00%	8,998	0.00%	557,193,527	96.16	7,971
5.	To elect Robert Berlin as a Director of the Company	557,154,228	99.99%	37,581	0.01%	557,191,809	96.16	9,689
6.	To re-elect Simon Burke as a Director of the Company	549,389,394	98.60%	7,802,415	1.40%	557,191,809	96.16	9,689
7.	To re-elect Mike Edwards as a Director of the Company	557,153,965	99.99%	37,021	0.01%	557,190,986	96.16	10,512
8.	To re-elect Ben Waldron as a Director of the Company	557,154,170	99.99%	37,639	0.01%	557,191,809	96.16	9,689
9.	To re-elect Sanjeevan Bala as a Director of the Company	557,158,913	99.99%	32,896	0.01%	557,191,809	96.16	9,689
10.	To re-elect Umran Beba as a Director of the Company	554,788,767	99.57%	2,403,042	0.43%	557,191,809	96.16	9,689
11.	To re-elect Jill Caseberry as a Director of the Company	554,806,624	99.57%	2,381,580	0.43%	557,188,204	96.16	13,294
12.	To re-elect Agust Gudmundsson as a Director of the Company	557,156,484	99.99%	34,502	0.01%	557,190,986	96.16	10,512
13.	To re-elect Lydur Gudmundsson as a Director of the Company	554,765,171	99.56%	2,426,638	0.44%	557,191,809	96.16	9,689
14.	To re-elect Denis Hennequin as a Director of the Company	554,783,527	99.57%	2,404,677	0.43%	557,188,204	96.16	13,294
15.	To re-elect Jane Lodge as a Director of the Company	557,154,458	99.99%	33,746	0.01%	557,188,204	96.16	13,294
16.	To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company	557,186,465	100.00%	10,667	0.00%	557,197,132	96.16	4,366
17.	To authorise the Audit & Risk Committee to determine the remuneration of the Auditors	557,183,456	100.00%	13,676	0.00%	557,197,132	96.16	4,366
18.	To authorise the Directors to allot shares	557,139,470	99.99%	54,873	0.01%	557,194,343	96.16	7,155
19.	To empower the Directors to disapply pre-emption rights	556,988,011	99.96%	206,332	0.04%	557,194,343	96.16	7,155
20.	To empower the Directors to disapply pre-emption rights for financing/refinancing particular acquisitions and other capital investments	556,968,453	99.96%	225,890	0.04%	557,194,343	96.16	7,155
21.	To authorise the Company to purchase its own shares	555,029,024	99.61%	2,168,108	0.39%	557,197,132	96.16	4,366
22.	To allow a general meeting to be called on 14 clear days' notice	556,964,866	99.96%	226,411	0.04%	557,191,277	96.16	10,221

          * Based on total issued share capital as at 21 May 2024 of 579,425,585 Ordinary shares.

Votes of Independent Shareholders on the resolutions concerning the re-election of the Independent Non-executive Directors
Res No.	Resolution	Votes For and Discretionary Votes	%	Votes Against	%	Total Votes Cast	% of ISC Voted **	Votes Withheld
6.	To re-elect Simon Burke as a Director of the Company	258,724,634	97.07%	7,802,415	2.93%	266,527,049	92.36	9,689
9.	To re-elect Sanjeevan Bala as a Director of the Company	266,494,153	99.99%	32,896	0.01%	266,527,049	92.36	9,689
10.	To re-elect Umran Beba as a Director of the Company	264,124,007	99.10%	2,403,042	0.90%	266,527,049	92.36	9,689
11.	To re-elect Jill Caseberry as a Director of the Company	264,141,864	99.11%	2,381,580	0.89%	266,523,444	92.36	13,294
14.	To re-elect Denis Hennequin as a Director of the Company	264,118,767	99.10%	2,404,677	0.90%	266,523,444	92.36	13,294
15.	To re-elect Jane Lodge as a Director of the Company	266,489,698	99.99%	33,746	0.01%	266,523,444	92.36	13,294

   ** Based on independent voting capital of 288,560,825, being total issued share capital of 579,425,585 Ordinary shares as at 21 May 2024, 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 21 May 2024 is 579,425,585 ordinary shares of 2 pence each.

c)   The Company's issued share capital as at 23 May 2024 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 6, 9, 10, 11, 14 and 15 (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:
Ben Waldron, Chief Financial Officer
Emily Daw, 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 18,000 colleagues operate from 43 sites across our three markets supplying a portfolio of over 3,000 products across meals, pizza & bread, salads and desserts to leading grocery retailers in the UK and US, and international food brands in China. Find out more at www.bakkavor.com. 

LEI number: 213800COL7AD54YU9949

 

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