Last checked at 28 Jan 2021 12:34
Britvic plc
LEI: 635400L3NVMYD4BVCI53
28 January 2021
Result of Annual General Meeting
Britvic plc (the "Company") announces that the following resolutions were duly passed at the Company's Annual General Meeting which was held at 11:00am on 28 January 2021 at Breakspear Park, Breakspear Way, Hemel Hempstead HP2 4TZ. The results of the poll are as follows:
No. | Resolution | Total For (1) | % | Total Against | % | Votes Withheld (2) |
Ordinary Resolutions | ||||||
1. | Receive the Annual Report for year ended 30 September 2020 | 218,566,042 | 100.00% | 3,753 | 0.00% | 296,366 |
2. | Declare a final dividend of 21.6p per share | 218,857,201 | 100.00% | 2,806 | 0.00% | 6,154 |
3. | Approve the directors' remuneration policy | 210,107,534 | 96.28% | 8,119,609 | 3.72% | 639,017 |
4. | Approve the directors' remuneration report for year ended 30 September 2020 | 217,735,800 | 99.50% | 1,089,556 | 0.50% | 40,805 |
5. | Approve the amendment to the rules of the 2015 Performance Share Plan | 216,937,168 | 99.15% | 1,859,468 | 0.85% | 69,524 |
6. | Approve the amendment to the rules of the 2015 Executive Share Option Plan | 216,818,747 | 99.10% | 1,970,754 | 0.90% | 76,659 |
7. | Re-election of John Daly as a director | 216,014,728 | 98.71% | 2,830,126 | 1.29% | 21,265 |
8. | Re-election of Simon Litherland as a director | 218,796,735 | 99.99% | 32,545 | 0.01% | 36,839 |
9. | Re-election of Joanne Wilson as a director | 218,798,709 | 99.99% | 23,041 | 0.01% | 44,369 |
10. | Re-election of Suniti Chauhan as a director | 217,604,382 | 99.44% | 1,228,731 | 0.56% | 32,697 |
11. | Re-election of Sue Clark as a director | 218,799,986 | 99.99% | 32,678 | 0.01% | 33,146 |
12. | Re-election of William Eccleshare as a director | 160,119,783 | 73.17% | 58,712,076 | 26.83% | 34,260 |
13. | Re-election of Ian McHoul as a director | 174,373,732 | 79.68% | 44,459,635 | 20.32% | 32,751 |
14. | Re-election of Euan Sutherland as a director | 217,359,766 | 99.33% | 1,472,435 | 0.67% | 33,918 |
15. | Re-appointment of Ernst & Young LLP as auditors | 207,740,595 | 94.93% | 11,102,033 | 5.07% | 23,021 |
16. | Authority to Audit Committee to fix the remuneration of the auditors | 215,835,869 | 98.63% | 3,007,536 | 1.37% | 22,244 |
17. | Authority to make political donations and incur political expenditure | 209,069,647 | 95.99% | 8,744,841 | 4.01% | 1,051,631 |
18. | Authority to directors to allot shares | 179,202,067 | 81.89% | 39,627,355 | 18.11% | 36,697 |
Special Resolutions | ||||||
19. | Authority to directors to issue shares for cash | 202,713,077 | 96.44% | 7,491,680 | 3.56% | 8,661,362 |
20. | Authority to issue shares for cash in relation to an acquisition or other capital investment | 202,150,751 | 96.17% | 8,053,949 | 3.83% | 8,660,256 |
21. | Authority to company to purchase own shares | 218,163,217 | 99.73% | 600,854 | 0.27% | 102,047 |
22. | Authority to hold general meetings (other than AGMs) on 14 clear days' notice | 192,555,684 | 87.98% | 26,296,687 | 12.02% | 13,748 |
23. | Authorise the distributable reserves amendments | 217,913,045 | 99.98% | 39,480 | 0.02% | 910,040 |
The Company's issued share capital as at 28 January 2021 was 266,990,910 shares of 20 pence each. 81.96% of the issued share capital was instructed.
(1) Includes those votes giving the Chairman discretion
(2) A 'vote withheld' is not a vote in law and is not counted in the calculation of votes 'For' or 'Against' a resolution.
The Board notes the result of the votes against Resolutions 12 and 13 (the re-appointment of William Eccleshare and Ian McHoul). While we understand that the concerns relate to calls on their time, the Board is confident that both William and Ian discharge their roles as non-executive directors effectively, and, in the case of Ian, Senior Independent Director and Chair of the Audit Committee. Further, they are both highly active independent non-executive directors, and each has the capacity to meet their respective commitments to the Company not only in respect of their day-to-day obligations to the Company, but also at times of increased demand. Indeed, even amid the challenging conditions created by the global pandemic, both Directors attendance record was no less than 100%, notwithstanding their other commitments. Finally, and more generally, the time commitment of all Directors is a matter that the Nominations Committee takes highly seriously and keeps under regular review, this year and every year.
In accordance with Listing Rule 9.6.2, copies of the resolutions passed that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will be available for viewing at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The results will also be made available on the Company's website at www.britvic.com/investors/shareholder-centre/agm.
Clare Thomas
Company Secretary