BURBERRY GROUP
PLC
(the
"Company")
Result of Annual General
Meeting 2024
16 July 2024
The Company announces the results of
voting at its Annual General Meeting ("AGM") held earlier today at
Conrad London St. James, 22-28 Broadway, London SW1H 0BH. All
resolutions were passed by shareholders, as set out below. A poll
was held on each of the resolutions proposed.
Resolutions 1 to 18 were proposed as
Ordinary Resolutions and resolutions 19 to 22 as Special
Resolutions. The full text of each resolution is set out in the
Notice of 2024 Annual General Meeting (the "Notice"), which is
available on the Burberry Group plc website at
https://www.burberryplc.com/AGM2024.
The results were as
follows:
|
Resolution
|
Votes For*
|
%
|
Votes Against
|
%
|
Total votes validly cast
|
Total votes cast as % of issued share
capital**
|
Votes Withheld**
|
|
1.
|
To receive the Company's Annual
Report and Accounts for the year ended 30 March 2024.
|
285,031,751
|
99.74
|
754,225
|
0.26
|
285,785,976
|
79.70
|
220,108
|
|
2.
|
To approve the Directors'
Remuneration Report for the year ended 30 March 2024.
|
248,439,893
|
86.88
|
37,506,163
|
13.12
|
285,946,056
|
79.74
|
60,026
|
|
3.
|
To declare a final dividend for the
year ended 30 March 2024.
|
285,912,174
|
99.98
|
45,940
|
0.02
|
285,958,114
|
79.75
|
47,970
|
|
4.
|
To re-elect Dr Gerry Murphy as a
Director of the Company.
|
258,882,919
|
95.06
|
13,460,768
|
4.94
|
272,343,687
|
75.95
|
13,662,394
|
|
5.
|
To re-elect Jonathon Akeroyd as a
Director of the Company.***
|
WITHDRAWN ON 15 JULY
2024
|
|
6.
|
To re-elect Orna NíChionna as a
Director of the Company.
|
277,359,713
|
97.00
|
8,575,099
|
3.00
|
285,934,812
|
79.74
|
71,270
|
|
7.
|
To re-elect Fabiola Arredondo as a
Director of the Company.
|
273,770,383
|
95.75
|
12,161,752
|
4.25
|
285,932,135
|
79.74
|
73,947
|
|
8.
|
To re-elect Sam Fischer as a
Director of the Company.
|
277,349,646
|
97.00
|
8,583,430
|
3.00
|
285,933,076
|
79.74
|
73,006
|
|
9.
|
To re-elect Ron Frasch as a Director
of the Company.
|
275,926,513
|
96.50
|
10,006,174
|
3.50
|
285,932,687
|
79.74
|
73,395
|
|
10.
|
To re-elect Danuta Gray as a
Director of the Company.
|
256,894,261
|
89.84
|
29,039,087
|
10.16
|
285,933,348
|
79.74
|
72,733
|
|
11.
|
To re-elect Antoine de
Saint-Affrique as a Director of the Company.
|
218,147,817
|
76.29
|
67,783,924
|
23.71
|
285,931,741
|
79.74
|
74,338
|
|
12.
|
To re-elect Alan Stewart as a
Director of the Company.
|
279,401,767
|
97.72
|
6,531,109
|
2.28
|
285,932,876
|
79.74
|
73,205
|
|
13.
|
To elect Kate Ferry as a Director of
the Company.
|
284,064,087
|
99.35
|
1,870,393
|
0.65
|
285,934,480
|
79.74
|
71,604
|
|
14.
|
To elect Alessandra Cozzani as a
Director of the Company.
|
285,524,575
|
99.86
|
409,121
|
0.14
|
285,933,696
|
79.74
|
72,388
|
|
15.
|
To re-appoint Ernst & Young LLP
as auditor of the Company.
|
284,569,064
|
99.52
|
1,365,449
|
0.48
|
285,934,513
|
79.74
|
71,571
|
|
16.
|
To authorise the Audit Committee of
the Company to determine the auditor's remuneration.
|
285,806,183
|
99.95
|
148,004
|
0.05
|
285,954,187
|
79.75
|
51,897
|
|
17.
|
To authorise political donations by
the Company and its subsidiaries.
|
280,370,882
|
98.42
|
4,506,793
|
1.58
|
284,877,675
|
79.45
|
1,128,407
|
|
18.
|
To authorise the Directors to allot
shares.
|
275,225,709
|
97.72
|
6,425,804
|
2.28
|
281,651,513
|
78.55
|
4,354,571
|
|
19.
|
To renew the Directors' authority to
disapply pre-emption rights. (Special Resolution)
|
284,286,706
|
99.42
|
1,655,810
|
0.58
|
285,942,516
|
79.74
|
63,568
|
|
20.
|
To grant the Directors' additional
authority to disapply pre-emption rights for the purposes of
acquisitions or specified capital investments. (Special Resolution)
|
278,960,824
|
99.05
|
2,688,928
|
0.95
|
281,649,752
|
78.55
|
4,356,332
|
|
21.
|
To authorise the Company to purchase
its own Ordinary Shares.
(Special Resolution)
|
284,489,234
|
99.51
|
1,397,850
|
0.49
|
285,887,084
|
79.73
|
119,000
|
|
22.
|
To authorise the Directors to call
general meetings (other than an AGM) on not less than 14 clear
days' notice. (Special
Resolution)
|
269,991,987
|
95.86
|
11,664,502
|
4.14
|
281,656,489
|
78.55
|
4,349,591
|
Notes:
* Includes discretionary
votes.
** A vote withheld is not a vote in
law and is not counted in the calculation of the votes for or
against a resolution.
*** As announced on 15 July 2024,
Resolution 5 to re-elect Jonathan Akeroyd as a Director of the
Company was withdrawn on that date. The withdrawal of
Resolution 5 did not affect the validity of the Notice, the proxy
form or any proxy votes already submitted on the other resolutions.
The numbering of all other proposed resolutions at the AGM remained
unchanged. Any votes cast in relation to
Resolution 5 ahead of the AGM were of no effect.
Every shareholder has one vote for
every Ordinary Share held. As at 6.30pm on 12 July 2024, the issued
share capital of the Company consisted of 363,816,314 Ordinary
Shares. The Company holds 5,232,720 shares in Treasury. Therefore,
the total number of voting rights in Burberry Group plc as at 12
July 2024 was 358,583,594
In accordance with Listing Rule
9.6.2, copies of all the resolutions passed, other than those
concerning ordinary business, have been submitted
to the National Storage Mechanism and will shortly be available for
inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Board Change
As previously communicated,
Debra Lee did not stand for re-election as a
Director at the Company's AGM held earlier today and stepped down
from the Board following the conclusion of the AGM.
Resolution 11 - re-election of
Antoine de Saint-Affrique as a Director of the Company
The Board notes that Resolution 11
relating to Antoine de Saint-Affrique's re-election to the Board
was supported by
76.29% of shareholders and opposed by 23.71% of shareholders who voted.
Following the 2023 AGM, Gerry
Murphy, our Chair, wrote again to significant shareholders who had
voted against Antoine's re-election in order to understand their
concerns more fully. We provided an update on this engagement on 11
January 2024 and included additional information on Antoine's other
commitments and his exemplary attendance record, as well as the
introduction of a new policy on Board time commitments, in the
2023/24 Annual Report.
The Board has monitored the position
closely and is satisfied that Antoine is able to devote sufficient
time to his role as Non-Executive Director of Burberry. However,
the Board recognises that certain shareholders continue to have
concerns and will re-engage with them to understand and respond to
their views.
|
Enquiries
|
|
|
Gemma Parsons
|
Company Secretary
|
+44 (0)20 3367 4539
Gemma.Parsons@burberry.com
|
|
|
|
|
This announcement does not
constitute an invitation to underwrite, subscribe for or otherwise
acquire or dispose of any Burberry Group plc shares, in the UK, or
in the US, or under the US Securities Act 1933 or in any other
jurisdiction.
Burberry is listed on the London
Stock Exchange (BRBY.L) and is a constituent of the FTSE 100 index.
ADR symbol OTC:BURBY.
BURBERRY, the Equestrian Knight
Device, the Burberry Check and the Thomas Burberry Monogram and
Print are trademarks belonging to Burberry.