TIDMBAKK

RNS Number : 3409Z

Bakkavor Group PLC

20 May 2021

20 May 2021

Bakkavor Group plc

(the 'Company')

2021 Annual General Meeting - Poll Results

The Company's 2021 Annual General Meeting (AGM) was held today at 10.00 am at Fitzroy Place, 5(th) Floor, 8 Mortimer Street, London, W1T 3JJ. All resolutions set out in the Notice of AGM dated 20 April 2021 and put to the meeting were decided on by a poll and were passed.

Resolutions 1 to 17 were each passed as an Ordinary Resolution (requiring a simple majority for them to be passed) and resolutions 18 to 21 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed). The results for each resolution are set out below.

 
              Resolution              Votes         %        Votes        %          Total        % of ISC     Votes 
                                       For                   Against                  Votes        Voted *    Withheld 
                                                                                 Cast (Excluding 
                                                                                    Withheld) 
       To receive the 
        Annual Report 
 1.     and Accounts               560,770,998   99.85%     832,593     0.15%     561,617,542      97.00%      423,772 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To approve the 
        Directors' Remuneration 
 2.     Report                     556,221,222   98.97%    5,795,516    1.03%     562,030,689      97.00%       10,625 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To approve the 
        Directors' Remuneration 
 3.     Policy                     560,474,682   99.72%    1,552,056    0.28%     562,040,689      97.00%          625 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To declare a 
        deferred final 
        dividend on 
        the ordinary 
        shares of the 
        Company for 
        the year ended 
        28 December 
        2019 of 4 pence 
 4.     per share                  562,026,563   100.00%      800       0.00%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To elect Ben 
        Waldron as a 
        Director of 
 5.     the Company                561,843,318   99.96%     184,045     0.03%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To elect Mike 
        Edwards as a 
        Director of 
 6.     the Company                561,859,341   99.97%     168,022     0.03%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To elect Umran 
        Beba as a Director 
 7.     of the Company             562,012,469   99.99%      14,894     0.00%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To elect Jill 
        Caseberry as 
        a Director of 
 8.     the Company                561,911,521   99.98%     105,842     0.02%     562,031,314      97.00%       10,000 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Simon Burke 
        as a Director 
 9.     of the Company             561,058,393   99.83%     968,969     0.17%     562,041,313      97.00%            1 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Agust Gudmundsson 
        as a Director 
 10.    of the Company             561,863,570   99.97%     163,793     0.03%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Denis Hennequin 
        as a Director 
 11.    of the Company             561,994,829   99.99%      32,534     0.01%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Jane Lodge as 
        a Director of 
 12.    the Company                561,726,018   99.95%     291,345     0.05%     562,031,314      97.00%       10,000 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Lydur Gudmundsson 
        as a Director 
 13.    of the Company             556,083,842   98.94%    5,942,995    1.06%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-elect 
        Patrick Cook 
        as a Director 
 14.    of the Company             549,386,208   97.75%    12,640,629   2.25%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To re-appoint 
        PricewaterhouseCoopers 
        LLP as Auditors 
 15.    of the Company             560,130,095   99.66%    1,896,742    0.34%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To authorise 
        the Audit and 
        Risk Committee 
        to determine 
        the remuneration 
 16.    of the Auditord            562,025,587   100.00%     2,000      0.00%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To authorise 
        the Directors 
 17.    to allot shares            559,090,974   99.48%    2,936,613    0.52%     562,041,314      97.00%            0 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To empower the 
        Directors to 
        disapply pre-emption 
 18.    rights                     562,010,231   99.99%      16,139     0.00%     562,040,847      97.00%          467 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To empower the 
       Directors to 
       disapply pre-emption 
       rights for 
       financing/refinancing 
       particular acquisitions 
       and other capital 
 19.   investments                 558,446,212   99.36%    3,580,157    0.64%     562,040,846      97.00%          468 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To authorise 
        the Company 
        to purchase 
 20.    its own shares             561,161,481   99.85%     842,112     0.15%     562,018,070      97.00%       23,244 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
       To allow a general 
        meeting to be 
        called on 14 
        clear days' 
 21.    notice                     561,457,742   99.90%     568,895     0.10%     562,041,114      97.00%          200 
      --------------------------  ------------  --------  -----------  ------  -----------------  --------  ---------- 
 

* Based on total issued share capital as at 18 May 2021 of 579,425,585 Ordinary shares.

 
 Votes of Independent Shareholders on the resolutions concerning the 
  election and re-election of the Independent Non-executive Directors 
          Resolution           Votes        %       Votes       %        Total     % of ISC      Votes 
                                For                 Against              Votes      Voted **    Withheld 
                                                                          Cast 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
      To elect Umran 
       Beba as a Director 
 1.    of the Company       127,514,781   99.98%    14,894    0.01%   127,543,626   88.00%             0 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
      To elect Jill 
       Caseberry as 
       a Director of 
 2.    the Company          127,413,833   99.91%   105,842    0.08%   127,533,626   88.00%        10,000 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
      To re-elect 
       Simon Burke 
       as a Director 
 3.    of the Company       126,560,705   99.23%   968,969    0.76%   127,543,625   88.00%             1 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
      To re-elect 
       Denis Hennequin 
       as a Director 
 4.    of the Company       127,497,141   99.96%    32,534    0.03%   127,543,626   88.00%             0 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
      To re-elect 
       Jane Lodge as 
       a Director of 
 5.    the Company          127,228,330   99.76%   291,345    0.23%   127,533,626   88.00%        10,000 
     --------------------  ------------  -------  ---------  ------  ------------  ---------  ---------- 
 

** Based on independent voting capital of 144,927,897, being total issued share capital of 579,425,585 Ordinary shares as at 18 May 2021, but excluding shares held by the controlling shareholders.

Notes:

   a)   The votes "For" and "Against" are expressed as a percentage of the votes received. 

b) Proxy appointments which gave discretion to the Chairman of the Meeting have been included in the "For" total.

c) The Company's issued share capital as at 18 May 2021 is 579,425,585 ordinary shares of 2 pence each.

d) The Company's issued share capital as at 20 May 2021 is 579,425,585 ordinary shares of 2 pence each.

   e)   A "Vote Withheld" is not counted towards the votes cast "For" or "Against" a resolution. 

f) In accordance with Listing Rule 9.2.2E, Resolutions 7-9, 11 and 12, inclusive were approved by: (a) the shareholders of the Company; and (b) the independent shareholders of the Company.

g) In accordance with Listing Rule 9.6.2, a copy of all resolutions passed other than resolutions concerning ordinary business will be submitted to the FCA via the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

ENQUIRIES

Institutional investors and analysts:

Emily Daw, Head of Investor Relations +44 (0) 20 7908 6114

Annabel Tagoe-Bannerman, Group General Counsel & Company Secretary +44 (0) 20 7908 6130

Media:

Will Palfreyman, Tulchan Communications +44 (0) 20 7353 4200

ABOUT BAKKAVOR

Bakkavor is the leading provider of fresh prepared food ("FPF") in the UK, with a growing international presence in the US and China. The Group is the number one by market share in the UK in the four FPF product categories of meals, salads, desserts and pizza & bread, providing high-quality, fresh, healthy and convenient food. Its customers include some of the UK's leading grocery retailers, including Tesco, Marks & Spencer, Sainsbury's and Waitrose. The Group's International segment operates in the US and China. Bakkavor was founded in 1986 and has its headquarters in London. The Group has over 19,000 employees and operates 23 factories in the UK, 5 in the US and 9 in China.

LEI number: 213800COL7AD54YU9949

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