Kerry Regulatory News (KYGA)

23 December 2020

LEI: 635400TLVVBNXLFHWC59

KERRY GROUP

Regulatory Announcement

Kerry Group plc (the "Company") Notice of Extraordinary General Meeting

An Extraordinary General Meeting ("EGM") of Kerry Group plc will be held at the Company's Global Technology & Innovation Centre, Millennium Park, Naas, Co. Kildare, W91 W923, Ireland on 28 January 2021 at 2pm.

The business of the EGM will be to consider and, if thought fit, approve certain resolutions relating to the replacement of CREST with a system operated by Euroclear Bank SA/NV for the electronic settlement of trading in the Company's ordinary shares ("Resolutions"). Approval of the Resolutions is necessary to ensure the Company's shares can continue to be settled electronically when they are traded on Euronext Dublin and the London Stock Exchange and to remain eligible for continued admission to trading and listing on those exchanges.

The Circular which includes the Notice of the EGM (the "Circular"), and a Form of Proxy have been posted to shareholders today. The Board strongly urges shareholders to review the contents of the Circular in its entirety, including the documents referred to therein, and consider the Board's recommendation to vote in favour of the Resolutions.

The Circular, the Form of Proxy, the Articles of Association of the Company in the proposed amended form and copies of the documents referred to in the Circular are available to view on the Company's website www.kerrygroup.com/investors/investor-centre/egm and will be available for inspection during normal business hours on any business day from the date of this announcement until the EGM at the registered office of the Company in Tralee, Co. Kerry, Ireland and in the United Kingdom at the address specified for this purpose in the Circular. Due to COVID-19 related restrictions, shareholders are requested not to attend at the addresses above to inspect the documents but instead to inspect them on the Company's website.

Public Health Guidelines and the EGM

In line with Irish Government Restrictions in relation to travel and public gatherings, which were introduced to control the spread of COVID-19 and to limit and mitigate risks to the health and safety of our shareholders, employees and directors, the EGM will be held with the minimum necessary quorum of 3 shareholders present in person, (which will be facilitated by the Chairman of the meeting). While no other shareholder should attend the EGM in person, all shareholders are invited to join the EGM via webcast (Go to: www.kerrygroup.com/investors/investor-centre/egm). As the conditions for the holding of the EGM may change at short notice shareholders are encouraged to consult the Company's website and to keep up to date with Government announcements.

The Board encourages shareholders to appoint the Chairman of the EGM as their proxy rather than another person who may not be permitted to attend the EGM in person, by submitting a Form of Proxy not less than 48 hours before the time appointed for the EGM, in order to ensure their vote is counted and to be represented at the EGM without attending in person. Instructions on how to appoint a proxy are set out on the Form of Proxy and in the Circular.

Shareholder Questions

While personal attendance by shareholders is restricted, shareholders can submit questions in advance of the EGM by email to registrar@kerry.ie or by post to Kerry Group plc, Share Registration Department, Prince's Street, Tralee, Co. Kerry, V92 EH11, Ireland to be received no later than 4 days before the scheduled start time of the EGM. The shareholder SRN must be quoted on all questions.

Further information in relation to the EGM

In accordance with Irish Listing Rule 6.1.59 and UK Listing Rule 14.3.6, the Circular and the Articles of Association of the Company in the proposed amended form will be submitted to the Irish Stock Exchange t/a Euronext Dublin and the UK's National Storage Mechanism and will be available for inspection at the following locations:

Companies Announcement Office

Euronext Dublin

28 Anglesea Street

Dublin 2

Tel: + 353 1 617 4200

and at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

http://www.rns-pdf.londonstockexchange.com/rns/6609J_1-2020-12-23.pdf

http://www.rns-pdf.londonstockexchange.com/rns/6609J_2-2020-12-23.pdf

http://www.rns-pdf.londonstockexchange.com/rns/6609J_3-2020-12-23.pdf

http://www.rns-pdf.londonstockexchange.com/rns/6609J_4-2020-12-23.pdf

Any relevant updates regarding the EGM, including any changes to the arrangements outlined in the Circular, will be announced via a Regulatory Information Service and will be available on www.kerrygroup.com.

END