Results of Annual General Meeting 2019
24 April 2019
AIB GROUP PLC (the "Company")
RESULTS OF ANNUAL GENERAL MEETING 2019
The Company announces that at its Annual General Meeting ("AGM"), held today at the Ballsbridge Hotel, Ballsbridge, Dublin 4, all of the resolutions proposed were duly passed on a poll.
Resolutions 1 to 8 (inclusive) were passed as ordinary resolutions and resolutions 9 to 14 (inclusive) were passed as special resolutions.
The full text of each resolution, together with explanatory notes, are set out in the Notice of AGM which was circulated to shareholders on 25 March 2019 and made available on the Company's website at www.aib.ie/investorrelations
The results of the voting on the resolutions are as follows:
|
Resolution |
Votes For |
% |
Votes Against |
% |
Total Votes Cast |
Votes Withheld |
|
|
1 |
To receive and consider the financial statements for the year, together with the reports of the Directors and Auditor thereon. |
2,494,954,584
|
100 |
386
|
0.00 |
2,494,954,970
|
820,393
|
|
2 |
To declare a final dividend. |
2,495,775,022
|
100 |
269
|
0.00 |
2,495,775,291
|
72
|
|
3 |
To authorise the Directors to fix the remuneration of the Auditor. |
2,485,473,592
|
99.59
|
10,181,307
|
0.41
|
2,495,654,899
|
120,464
|
|
4 |
To consider the continuation in office of Deloitte as Auditor. |
2,487,226,579
|
99.68
|
7,891,370
|
0.32
|
2,495,117,949
|
657,414
|
|
5(a) |
To re-appoint Mr Thomas (Tom) Foley. |
2,491,912,916
|
99.85 |
3,859,415 |
0.15 |
2,495,772,331 |
3,032 |
|
5(b) |
To re-appoint Mr Peter Hagan. |
2,491,439,569
|
99.83 |
4,332,714 |
0.17 |
2,495,772,283 |
3,080 |
|
5(c) |
To re-appoint Dr Colin Hunt. |
2,495,771,055
|
100.00 |
1,271 |
0.00 |
2,495,772,326 |
3,037 |
|
5(d) |
To re-appoint Ms Sandy Kinney Pritchard. |
2,495,770,929
|
100.00 |
1,359 |
0.00 |
2,495,772,288 |
3,075 |
|
5(e) |
To re-appoint Ms Carolan Lennon. |
2,495,246,349
|
99.98 |
528,221 |
0.02 |
2,495,774,570 |
793 |
|
5(f) |
To re-appoint Mr Brendan McDonagh. |
2,491,243,508
|
99.82 |
4,528,840 |
0.18 |
2,495,772,348 |
3,015 |
|
5(g) |
To re-appoint Ms Helen Normoyle. |
2,495,719,274
|
100.00 |
55,259 |
0.00 |
2,495,774,533 |
830 |
|
5(h) |
To re-appoint Mr James (Jim) O'Hara. |
2,490,450,831
|
99.79 |
5,321,475 |
0.21 |
2,495,772,306 |
3,057 |
|
5(i) |
To re-appoint Mr Tomás O'Midheach. |
2,495,593,096
|
99.99 |
179,161 |
0.01 |
2,495,772,257 |
3,105 |
|
5(j) |
To re-appoint Mr Richard Pym. |
2,486,109,045
|
99.61 |
9,663,252 |
0.39 |
2,495,772,297 |
3,062 |
|
5(k) |
To re-appoint Ms Catherine Woods. |
2,490,236,110
|
99.78 |
5,538,512 |
0.22 |
2,495,774,622 |
741 |
|
6 |
To consider the Directors' Remuneration Report. |
2,490,883,109
|
99.80 |
4,891,852 |
0.20 |
2,495,774,961 |
359 |
|
7 |
To consider the Remuneration Policy. |
2,470,152,901
|
98.97 |
25,618,735 |
1.03 |
2,495,771,636 |
3,684 |
|
8 |
To authorise the Directors to allot relevant securities. |
2,486,719,464
|
99.64 |
9,053,313 |
0.36 |
2,495,772,777 |
2,543 |
|
9(a) |
To empower the Directors to disapply pre-emption rights. |
2,487,824,508
|
99.68 |
7,947,006 |
0.32 |
2,495,771,514 |
3,848 |
|
9(b) |
Additional authority to empower Directors to disapply pre-emption rights for an acquisition or other specified capital investment. |
2,480,609,832
|
99.39 |
15,161,650 |
0.61 |
2,495,771,482 |
3,880 |
|
10 |
To authorise purchase by the Company of its own shares. |
2,491,792,180
|
99.84 |
3,933,115 |
0.16 |
2,495,725,295 |
50,068 |
|
11 |
To determine the price range at which treasury shares may be reissued off market. |
2,495,762,892
|
100.00 |
12,090 |
0.00 |
2,495,774,982 |
381 |
|
12 |
To authorise the Directors to call certain general meetings on 14 days' notice. |
2,468,470,653
|
98.91 |
27,304,566 |
1.09 |
2,495,775,219 |
144 |
|
13 |
To approve the cancellation of the subscriber shares from the authorised share capital. |
2,495,758,177
|
100.00 |
10,246 |
0.00 |
2,495,768,423 |
6,938 |
|
14 |
To approve the amendment of the Articles of Association. |
2,495,764,797
|
100.00 |
7,987 |
0.00 |
2,495,772,784 |
2,577 |
In accordance with Listing Rule 6.2.2E of Euronext Dublin and Listing Rule 9.2.2E of the Financial Conduct Authority, resolutions 5(a), (b), (d), (e), (f), (g), (h), (j) and (k), relating to the re-election of the independent non-executive Directors, were passed by majority of each of:
- the shareholders of the Company, and
- the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Directors who are not controlling shareholders[1]).
Votes cast by shareholders excluding the controlling shareholder are shown below.
|
Resolution |
Votes For |
% |
Votes Against |
% |
Total Votes Cast |
Votes Withheld |
|
|
5(a) |
To re-appoint Mr Thomas (Tom) Foley. |
561,476,373 |
99.32 |
3,859,415 |
0.68 |
565,335,788 |
3,032 |
|
5(b) |
To re-appoint Mr Peter Hagan. |
561,003,026 |
99.23 |
4,332,714 |
0.77 |
565,335,740 |
3,080 |
|
5(d) |
To re-appoint Ms Sandy Kinney Pritchard. |
565,334,386 |
100.00 |
1,359 |
0.00 |
565,335,745 |
3,075 |
|
5(e) |
To re-appoint Ms Carolan Lennon. |
564,809,806 |
99.91 |
528,221 |
0.09 |
565,338,027 |
793 |
|
5(f) |
To re-appoint Mr Brendan McDonagh. |
560,806,965 |
99.20 |
4,528,840 |
0.80 |
565,335,805 |
3,015 |
|
5(g) |
To re-appoint Ms Helen Normoyle. |
565,282,731 |
99.99 |
55,259 |
0.01 |
565,337,990 |
830 |
|
5(h) |
To re-appoint Mr James (Jim) O'Hara. |
560,014,288 |
99.06 |
5,321,475 |
0.94 |
565,335,763 |
3,057 |
|
5(j) |
To re-appoint Mr Richard Pym. |
555,672,502 |
98.29 |
9,663,252 |
1.71 |
565,335,754 |
3,062 |
|
5(k) |
To re-appoint Ms Catherine Woods. |
559,799,567 |
99.02 |
5,538,512 |
0.98 |
565,338,079 |
741 |
Notes:
1. 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.
2. The total number of ordinary shares in issue as at Monday, 22 April 2019 was 2,714,381,237.
3. The total number of ordinary shares held by shareholders excluding the controlling shareholder on Monday, 22 April 2019 was 783,944,694.
In accordance with Listing Rule 6.6.2 of Euronext Dublin and Listing Rule 9.6.2 of the Financial Conduct Authority, copies of all resolutions, other than those concerning ordinary business, passed at the AGM today have been submitted to Euronext Dublin and the UK National Storage Mechanism and will be shortly available for inspection at www.morningstar.co.uk/uk/NSM.
-ENDS-
For further information, please contact:
|
Sarah McLaughlin |
Stephen O'Shea / Paddy McDonnell |
|
Group Company Secretary |
Media Relations |
|
AIB Group plc |
AIB Group plc |
|
Dublin |
Dublin |
|
Tel: +353-1-6414489 |
Tel: 353-1-7720456 / +353-1-6412869 |
|
email: sarah.j.mclaughlin@aib.ie |
email: stephen.p.o'shea@aib.ie |
[1] Controlling shareholder: shareholder(s) that exercise or control more than 30% of the voting rights of the Company.
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