AGM Statement
Greencore Group PLC
8 February 2001
GREENCORE GROUP PLC
CONTACT: MR. B.J. POWER TELEPHONE 353 1 605 1029
FAX 353 1 605 1104
ANNUAL GENERAL MEETING
At the Annual General Meeting of Greencore Group plc held today a poll on
special resolution 3 and on ordinary resolutions 4 (a), (b) and (c) was called
for by shareholder IIU nominees.
Special Resolution 3 sought to amend the Company's Articles of Association to
allow for an increase in the size of the Board from ten to twelve directors,
and to remove the retirement age which stands at 70 years. Due to the fact
that this was a Special Resolution, it required the approval of 75% of the
votes cast in the poll in person or by proxy.
The result of the poll on Special Resolution 3 was as follows:
Number of Shares %
Total Poll 88,149,400 100
For 61,182,256 69.4
Against 26,967,144 30.6
As a result of not obtaining 75% approval, this resolution was not passed.
Ordinary resolutions 4 (a), (b) and (c) sought to re-appoint three directors
who retired in accordance with the Articles of Association. Being ordinary
resolutions, they each required a simple majority for approval.
The results of the poll on ordinary resolutions 4 (a), (b) and (c) were as
follows:
Resolution 4 (a)
Re-appointment of Anthony D Barry
Number of Shares %
Total Poll 61,285,780 100
For 61,151,659 99.78
Against 134,121 0.22
Resolution 4 (b)
Re-appointment of Bernard M Cahill
Number of Shares %
Total Poll 88,122,686 100
For 61,129,558 69.37
Against 26,993,128 30.63
Resolution 4 (c)
Re-appointment of John F Casey
Number of Shares %
Total Poll 61,285,780 100
For 61,166,312 99.81
Against 119,468 0.19
Mr. Barry and Mr. Casey were accordingly re-appointed. The proposal for Mr.
Cahill's reappointment was subject to the passing of special resolution 3.
Accordingly, the passing of ordinary resolution 4 (b) was ineffective.
The Board will appoint a successor to Mr. Cahill in due course.
'At the unanimous request of the Board, Bernie Cahill went forward for
re-election to help with the integration of Hazlewood. We are disappointed
that he cannot now go forward. Bernie Cahill has made a substantial
contribution to the development of Greencore in the ten years he has been
director and Chairman,' said Mr. Declan Scott, Senior Independent Director of
Greencore. 'His skilful leadership in challenging years as well as in
successful years, has been of immense importance to the fortunes of Greencore
and he has represented the interests of all shareholders resolutely throughout
his tenure. We are very grateful for his energy, commitment and leadership.'
B.J. POWER
DIRECTOR & SECRETARY
GREENCORE GROUP PLC,
ST. STEPHEN'S GREEN HOUSE,
EARLFORT TERRACE,
DUBLIN 2. 8th February, 2001.
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