Results of the Annual General Meeting

RNS Number : 7779Z
Bank of Ireland Group PLC
25 May 2021
 

Bank of Ireland Group PLC (the "Company")

 

Results of the 2021 Annual General Meeting ("AGM")

 

25 May 2021

 

The Company announces that at its AGM, held on 25 May 2021, all of the resolutions proposed were duly passed on a poll.

 

Resolutions 1 to 6 (inclusive) and Resolutions 8 and 11 were passed as ordinary resolutions and resolutions 7, 9, 10 and 12 were passed as special resolutions. 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 21 April 2021 and is available on the Company website at https://investorrelations.bankofireland.com .

 

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 2020, together with the Report of the Directors and the Auditor's Report.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

1

423,994,447

99.99

38,546

0.01

424,032,993

20,271,044

 

 

Resolution 2

 

To elect the following Director to the Board, by separate resolution:

(a)  Giles Andrews.

 

Resolution

Votes

For

%

Votes

Against

%

Total Votes

Cast

Votes

Withheld

2 (a)

423,581,176

99.90

422,989

0.10

424,004,165

20,300,709

 

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

(b)  Evelyn Bourke;

(c)  Ian Buchanan;

(d)  Eileen Fitzpatrick;

(e)  Richard Goulding;

(f)  Michele Greene;

(g)  Patrick Kennedy;

(h)  Francesca McDonagh;

(i)  Fiona Muldoon;

(j)  Myles O'Grady; and

(k)  Steve Pateman.

 

Resolution

Votes

For

%

Votes

Against

%

Total Votes

Cast

Votes

Withheld

2 (b)

423,197,858

99.81

821,608

0.19

424,019,466

20,285,405

2 (c)

423,120,616

99.80

859,871

0.20

423,980,487

20,324,384

2 (d)

419,450,724

98.92

4,567,303

1.08

424,018,027

20,285,157

2 (e)

419,433,941

98.93

4,551,748

1.07

423,985,689

20,319,182

2 (f)

423,194,920

99.81

823,858

0.19

424,018,778

20,286,093

2 (g)

417,231,649

98.40

6,789,081

1.60

424,020,730

20,283,562

2 (h)

423,204,122

99.81

826,816

0.19

424,030,938

20,272,229

2 (i)

419,475,826

98.93

4,546,275

1.07

424,022,101

20,282,770

2 (j)

417,792,949

98.54

6,197,641

1.46

423,990,590

20,314,281

2 (k)

423,149,637

99.80

834,656

0.20

423,984,293

20,320,578

 

  

Resolution 3

 

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

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

3

423,606,225

99.90

425,233

0.10

424,031,458

20,273,586

 

 

Resolution 4

 

To authorise the Directors to fix the remuneration of the Auditor for the 2021 financial year.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

4

423,202,882

99.81

797,913

0.19

424,000,795

20,304,249

 

 

Resolution 5

 

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

5

412,824,139

97.36

11,209,144

2.64

424,033,283

20,271,761

 

 

Resolution 6

 

To receive and consider the Directors' Remuneration Report for the year ended 31 December 2020.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

6

423,467,492

99.88

504,392

0.12

423,971,884

20,328,540

 

 

Resolution 7

 

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

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

7

422,212,018

99.67

1,397,794

0.33

423,609,812

20,695,232

 

 

Resolution 8

 

To authorise the Directors to issue Ordinary Shares.

 

Resolution

Votes
For

%

Votes Against

%

Total Votes

Cast

Votes

Withheld

8

422,107,052

99.50

2,111,182

0.50

424,218,234

20,086,300

 

 

Resolution 9

 

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

9

423,811,237

99.91

399,220

0.09

424,210,457

20,094,311

 

 

Resolution 10

 

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

10

422,526,287

99.60

1,678,461

0.40

424,204,748

20,100,296

 

 

Resolution 11

 

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

11

423,224,578

99.77

977,691

0.23

424,202,269

20,102,775

 

 

Resolution 12

 

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

12

422,514,688

99.60

1,680,394

0.40

424,195,082

20,109,925

 

 

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

 

25 May 2021

 

For further information contact:

Sarah McLaughlin, Group Secretary

Tel: +353 (0) 76 624 8577 / Email: sarah.mclaughlin@boi.com

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