12 May 2021
Irish Continental Group plc
Result of Annual General Meeting (“AGM”)
At the AGM of Irish Continental Group plc held today, Wednesday 12 May 2021, all resolutions proposed were passed on a poll.
In compliance with health authority guidance the AGM was held with minimum attendance to ensure social distancing protocols were adhered to and the Company would like to thank shareholders for their forbearance in not attending today’s AGM. Shareholders were requested to appoint the chair of the meeting as their proxy to ensure their votes were included in the poll.
The full text of each resolution was included in the Notice of the Annual General Meeting published and circulated to shareholders on 15 April 2021 and which is available on the Company’s website www.icg.ie .
The table below sets out the results of the poll on each resolution.
| RESOLUTION | For | Against | Total Votes | Withheld | |||
| Number | % | Number | % | Number | Number | ||
| ANNUAL GENERAL MEETING | |||||||
| 1 | To receive and consider the 2020 financial statements and the reports of the directors and auditor thereon and a review of the affairs of the Company | 87,171,309 | 100.00% | 0 | 0.00% | 87,171,309 | 10,200 |
| 2.a | To re-appoint John B. McGuckian as a director | 80,617,006 | 92.47% | 6,564,503 | 7.53% | 87,181,509 | 0 |
| 2.b | To re-appoint Eamonn Rothwell as a director | 80,843,084 | 92.73% | 6,338,425 | 7.27% | 87,181,509 | 0 |
| 2.c | To re-appoint David Ledwidge as a director | 81,978,319 | 94.04% | 5,199,750 | 5.96% | 87,178,069 | 3,440 |
| 2.d | To re-appoint Brian O’Kelly as a director | 74,015,683 | 92.51% | 5,996,033 | 7.49% | 80,011,719 | 7,169,793 |
| 2.e | To re-appoint John Sheehan as a director | 81,247,310 | 93.20% | 5,930,759 | 6.80% | 87,178,069 | 3,440 |
| 2.f | To re-appoint Lesley Williams as a director | 87,175,069 | 99.99% | 3,000 | 0.01% | 87,178,069 | 3,440 |
| 3 | To approve the appointment of KPMG as statutory auditor of the Company | 87,135,169 | 99.95% | 40,900 | 0.05% | 87,176,069 | 2,000 |
| 4 | To authorise the directors to fix the auditors remuneration for the year ended 31 December 2021 | 87,129,409 | 99.95% | 41,900 | 0.05% | 87,171,309 | 10,200 |
| 5 | To receive and consider the Report of the Remuneration Committee for the year ended 31 December 2020 (as an advisory resolution) | 79,330,327 | 99.16% | 671,896 | 0.84% | 80,002,223 | 7,179,286 |
| 6 | To receive and consider the Remuneration Policy (as an advisory resolution) | 69,515,747 | 87.03% | 10,362,657 | 12.97% | 79,878,404 | 7,303,105 |
| 7 | General authority to allot relevant securities | 80,633,398 | 92.49% | 6,548,111 | 7.51% | 87,181,509 | 0 |
| 8 | To disapply statutory pre-emption provisions in specified circumstances for up to 5% of issued share capital | 81,517,393 | 99.39% | 500,606 | 0.61% | 82,017,999 | 5,163,510 |
| 9 | To disapply statutory pre-emption provisions for up to an additional 5% of issued share capital in connection with specified transactions | 81,476,787 | 99.34% | 541,212 | 0.66% | 82,017,999 | 5,163,510 |
| 10 | To authorise the Company to make market purchases of its own shares | 86,704,173 | 99.45% | 477,336 | 0.55% | 87,181,509 | 0 |
| 11 | To authorise the Company to re-allot treasury shares | 86,752,333 | 99.52% | 418,976 | 0.48% | 87,171,309 | 10,200 |
| 12 | Authority to convene certain general meetings on 14 days notice | 85,710,271 | 98.32% | 1,468,488 | 1.68% | 87,178,759 | 2,750 |
Resolutions 1 to 7 were proposed as ordinary resolutions and Resolutions 8 to 12 were proposed as special resolutions. Votes withheld are not a vote in law and are not considered in counting the total votes for and against.
Copies of the resolutions passed will be submitted to the Irish Stock Exchange and the UK National Storage Mechanism. These will shortly be available for inspection at Companies Announcements Office, Euronext Dublin, The Exchange, Foster Place, Dublin 2, and at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Tom Corcoran
Company Secretary