24 Apr 2012 16:58
The Governor and Company of the Bank of Ireland
Resolutions Passed at the Annual General Court
All of the resolutions proposed at the Annual General Court of the Bank held on 24 April 2012 were duly passed.
The Results of the voting on each resolution are as follows:
Resolution 1
To receive the Report and Accounts.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
1 | 19,460,247,324 | 99.98 | 3,673,714 | 0.02 | 1,180,044 | 19,463,921,038 |
Resolution 2
To receive the Report on Directors' Remuneration.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
2 | 19,454,654,068 | 99.96 | 8,545,053 | 0.04 | 1,892,092 | 19,463,199,121 |
Resolution 3
(i) To elect the following Directors, by separate resolutions:-
(a) Kent Atkinson
(b) Patrick Butler
(c) Patrick Haren
(d) Andrew Keating
(e) Patrick Mulvihill
Resolution | Votes For | % | Votes Against | % | Votes Withheld | Votes Total |
3(i)(a) | 22,416,667,029 | 99.92 | 18,975,815 | 0.08 | 4,538,992 | 22,435,642,844 |
3(i)(b) | 22,417,450,398 | 99.92 | 18,506,181 | 0.08 | 4,215,675 | 22,435,956,579 |
3(i)(c) | 22,416,490,161 | 99.91 | 19,460,418 | 0.09 | 4,232,057 | 22,435,950,579 |
3(i)(d) | 22,411,686,627 | 99.90 | 22,719,839 | 0.10 | 5,741,751 | 22,434,406,466 |
3(i)(e) | 22,416,809,956 | 99.92 | 19,056,555 | 0.08 | 4,272,007 | 22,435,866,511 |
(ii) To re-elect the following Directors, by separate resolutions:-
(a) Pat Molloy
(b) Richie Boucher
(c) Patrick Kennedy
(d) Patrick O'Sullivan
Resolution | Votes For | % | Votes Against | % | Votes Withheld | Votes Total |
3(ii)(a) | 22,415,100,911 | 99.90 | 21,579,759 | 0.10 | 3,522,755 | 22,436,680,670 |
3(ii)(b) | 22,408,195,339 | 99.88 | 26,407,220 | 0.12 | 5,602,315 | 22,434,602,559 |
3(ii)(c ) | 22,415,887,468 | 99.91 | 20,405,620 | 0.09 | 3,849,540 | 22,436,293,088 |
3(ii)(d) | 22,416,387,739 | 99.91 | 19,507,259 | 0.09 | 4,184,550 | 22,435,894,998 |
Resolution 4
To authorise the Directors to determine the remuneration of the auditors.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
4 | 19,458,079,116 | 99.97 | 5,591,380 | 0.03 | 1,285,397 | 19,463,670,496 |
Resolution 5
To determine the re-issue price range for treasury stock.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
5 | 19,453,941,804 | 99.95 | 8,958,233 | 0.05 | 2,188,631 | 19,462,900,037 |
Resolution 6
To renew the Directors' authority to issue Ordinary Stock on a non-pre-emptive basis for cash.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
6 | 19,343,999,252 | 99.39 | 117,902,694 | 0.61 | 3,219,557 | 19,461,901,946 |
Resolution 7
To renew the Directors' authority to issue Ordinary Stock on a non-pre-emptive basis other than for cash.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
7 | 16,661,764,218 | 85.62 | 2,799,396,857 | 14.38 | 3,987,905 | 19,461,161,075 |
Resolution 8
To maintain the existing authority to convene an EGC by 14 days' notice.
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
8 | 18,795,402,181 | 96.57 | 668,356,546 | 3.43 | 1,391,253 | 19,463,758,727 |
Resolution 9
To delete Bye-Law 76(a) (concerning residency restrictions for Directors).
RESOLUTION | VOTESFOR | % | VOTES AGAINST | % | VOTES WITHHELD | VOTESTOTAL |
9 | 19,453,412,507 | 99.95 | 9,555,129 | 0.05 | 2,117,756 | 19,462,967,636 |
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.
The full text of each resolution was set out in the Governor's Letter to holders of Ordinary Stock and Notice of the Annual General Court which was posted to stockholders on 15 March 2012.
Copies of these resolutions have been forwarded to the Irish Stock Exchange and available for inspection at the following location:
Company Announcements Office,
Irish Stock Exchange,
28 Anglesea Street,
Dublin 2,
Ireland.
Tel: + 353 (1) 6174200
and on the following website:
http://www.hemscott.com/nsm.do
Mr Kent Atkinson has been appointed Chairman of the Group Audit Committee.
24 April 2012
For further information contact:
Helen Nolan, Group Secretary
Tel: + 353 (0) 76 6234710