RNS Number : 6477A
Mitchells & Butlers PLC
23 January 2024

23 January 2024

Mitchells & Butlers plc (the "Company")

LEI no. 213800JHYNDNB1NS2W10

Result of Annual General Meeting

Mitchells & Butlers plc announces the results of the voting at the Company's Annual General Meeting held today, 23 January 2024, at 9.00a.m.

All the resolutions were voted on by way of a poll and the results of each resolution are shown below. All resolutions were duly approved by the relevant majority in each case. Resolutions 17 and 18 were passed as special resolutions. All other resolutions were passed as ordinary resolutions and, in the case of resolutions 4, 6 and 11, were also passed by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.


VOTES
FOR (a)

%

VOTES
AGAINST

%

VOTES
TOTAL

% of ISC VOTED

VOTES
WITHHELD (b)

1

Receipt of accounts

534,930,350

100.00

17,916

0.00

534,948,266

89.50%

175,424

2

Approval of Annual Report on Remuneration

530,322,991

99.11

4,755,726

0.89

535,078,717

89.52%

45,033

3

Approval of Remuneration Policy

509,875,972

95.29

25,186,080

4.71

535,062,052

89.52%

61,730

4

Re-elect Amanda Brown

523,333,100

97.80

11,752,706

2.20

535,085,806

89.52%

37,944

5

Re-elect Keith Browne

501,943,362

95.97

21,094,262

4.03

523,037,624

87.50%

12,086,158

6

Re-elect Dave Coplin

524,242,096

97.97

10,848,681

2.03

535,090,777

89.52%

33,005

7

Re-elect Eddie Irwin

489,533,724

93.59

33,503,553

6.41

523,037,277

87.50%

12,086,505

8

Re-elect Bob Ivell

376,931,716

70.44

158,157,194

29.56

535,088,910

89.52%

34,872

9

Re-elect Tim Jones

532,252,498

99.47

2,840,749

0.53

535,093,247

89.52%

30,117

10

Re-elect Josh Levy

406,508,347

77.72

116,533,081

22.28

523,041,428

87.51%

12,082,354

11

Re-elect Jane Moriarty

524,041,686

97.94

11,040,600

2.06

535,082,286

89.52%

41,496

12

Re-elect Phil Urban

533,954,922

99.79

1,140,354

0.21

535,095,276

89.52%

28,734

13

Reappointment of auditor

535,005,169

99.98

84,473

0.02

535,089,642

89.52%

33,747

14

Auditor's remuneration

535,012,722

99.98

81,671

0.02

535,094,393

89.52%

29,389

15

Political donations

532,704,059

99.57

2,303,887

0.43

535,007,946

89.51%

115,836

16

Approval of Performance Share Plan

534,292,802

99.86

768,505

0.14

535,061,307

89.52%

62,475

17

Authority to purchase own shares (c)

530,216,920

99.14

4,579,216

0.86

534,796,136

89.47%

327,646

18

Notice period for meetings (c)

532,818,347

99.57

2,278,754

0.43

535,097,101

89.52%

26,681

VOTES EXCLUDING THE CONTROLLING SHAREHOLDER ON THE RESOLUTIONS CONCERNING THE RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS



VOTES FOR (a)

%

VOTES AGAINST

%

VOTES TOTAL

% of ISC VOTED (excluding controlling shareholder)

VOTES WITHHELD (b)

4

Re-elect Amanda Brown (d)

184,499,405

94.01

11,752,706

5.99

196,252,111

75.80%

37,944

6

Re-elect Dave Coplin (d)

185,408,401

94.47

10,848,681

5.53

196,257,082

75.81%

33,005

11

Re-elect Jane Moriarty (d)

185,207,991

94.37

11,040,600

5.63

196,248,591

75.80%

41,496

NOTES:

(a) The "For" vote includes those giving the Chairman discretion.

(b) A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" the resolution.

(c) Passed as special resolutions.

(d) Passed both as an ordinary resolution by a majority of all shareholders and by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.

Votes "For" and "Against" are expressed as a percentage of votes received. Voting was conducted by a poll.

The Board of Directors notes the level of votes against resolution 8 concerning the Chairman and resolution 10 concerning an individual who represents the Company's controlling shareholder (as defined in the Listing Rules). The UK Corporate Governance Code (the "Code") contains best practice recommendations in relation to corporate governance yet acknowledges that, in individual cases, these will not all necessarily be appropriate for particular companies. Accordingly, the Code specifically recognises the concept of "Comply or Explain" in relation to divergences from the Code and the Company has explained the circumstances of these appointments in detail in its 2023 Annual Report.

The number of shares in issue at 6.30p.m. on 21 January 2024 was 597,727,235, of which 258,893,540 were held by shareholders other than the controlling shareholder.

The full text of the resolutions can be found in the Notice of Annual General Meeting, which is available for inspection at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and also on the Company's website at www.mbplc.com.

These results will shortly be available on the Company's website at www.mbplc.com and in accordance with Listing Rule 9.6.2, copies of the resolutions that were passed at the meeting and that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at data.fca.org.uk

Denise Burton

Deputy Company Secretary

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