TIDMBRBY
RNS Number : 8389F
Burberry Group PLC
12 July 2023
BURBERRY GROUP PLC
(the "Company")
Result of Annual General Meeting 2023
12 July 2023
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
with majorities, 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 21 as Special Resolutions.
The results were as follows:
Resolution Votes % Votes % Total votes Total Votes
For* Against validly votes Withheld**
cast cast
as %
of issued
share
capital**
To receive the
Company's Annual
Report and Accounts
for the year
ended 1 April
1. 2023. 298,507,526 99.97 103,287 0.03 298,610,813 77.74% 313,555
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To approve the
Directors' Remuneration
2. Policy. 271,202,999 91.02 26,745,859 8.98 297,948,858 77.57% 975,510
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To approve the
Directors' Remuneration
Report for the
year ended 1
3. April 2023. 285,752,634 95.60 13,152,786 4.40 298,905,420 77.82% 18,947
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To declare a
final dividend
for the year
ended 1 April
4. 2023. 298,919,067 100.00 829 0.00 298,919,896 77.82% 4,472
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Dr Gerry Murphy
as a Director
5. of the Company. 291,926,745 97.66 6,984,671 2.34 298,911,416 77.82% 12,952
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Jonathon Akeroyd
as a Director
6. of the Company. 298,761,399 99.95 149,376 0.05 298,910,775 77.82% 13,593
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Orna NíChionna
as a Director
7. of the Company. 296,090,577 99.06 2,818,923 0.94 298,909,500 77.82% 14,868
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Fabiola Arredondo
as a Director
8. of the Company. 296,090,006 99.06 2,821,292 0.94 298,911,298 77.82% 13,070
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Sam Fischer
as a Director
9. of the Company. 296,090,680 99.06 2,820,484 0.94 298,911,164 77.82% 13,204
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Ron Frasch as
a Director of
10. the Company. 295,767,279 98.95 3,143,576 1.05 298,910,855 77.82% 13,512
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Danuta Gray
as a Director
11. of the Company. 295,751,504 98.94 3,159,926 1.06 298,911,430 77.82% 12,938
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Debra Lee as
a Director of
12. the Company. 295,393,563 98.82 3,516,234 1.18 298,909,797 77.82% 14,571
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-elect
Antoine de Saint-Affrique
as a Director
13. of the Company. 220,995,545 73.93 77,913,626 26.07 298,909,171 77.82% 15,197
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To elect Alan
Stewart as a
Director of
14. the Company. 296,012,202 99.03 2,899,234 0.97 298,911,436 77.82% 12,932
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To re-appoint
Ernst & Young
LLP as auditor
15. of the Company. 296,713,472 99.26 2,202,959 0.74 298,916,431 77.82% 7,937
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To authorise
the Audit Committee
of the Company
to determine
the auditor's
16. remuneration. 298,766,763 99.95 150,619 0.05 298,917,382 77.82% 6,986
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To authorise
political donations
by the Company
17. and its subsidiaries. 295,593,759 98.89 3,308,450 1.11 298,902,209 77.82% 22,159
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To authorise
the Directors
18. to allot shares. 293,282,676 98.12 5,629,305 1.88 298,911,981 77.82% 12,387
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To renew the
Directors' authority
to disapply
pre-emption
rights. (Special
19. Resolution) 297,179,569 99.42 1,736,844 0.58 298,916,413 77.82% 7,955
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To authorise
the Company
to purchase
its own ordinary
shares.
20. (Special Resolution) 296,364,655 99.21 2,371,227 0.79 298,735,882 77.77% 188,485
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
To authorise
the Directors
to call general
meetings (other
than an AGM)
on not less
than 14 clear
days' notice.
21. (Special Resolution) 286,166,511 95.73 12,752,115 4.27 298,918,626 77.82% 5,741
--------------------------- ------------ ------- ----------- ------ ------------ ----------- ------------
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.
Every shareholder has one vote for every ordinary share held. As
at 6.30pm on 10 July 2023, the issued share capital of the Company
consisted of 384,103,782 ordinary shares. The Company holds
5,232,720 shares in Treasury. Therefore, the total number of voting
rights in Burberry Group plc as at 10 July 2023 was
378,871,062.
In accordance with Listing Rule 9.6.2 copies of all the
resolutions passed, other than 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 and Board Committee Changes
The Company announces that, as previously communicated, Matthew
Key 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.
Following Matthew's departure, Alan Stewart, Non-Executive
Director, has been appointed Chair of the Audit Committee with
immediate effect.
The Company also announces that Alan Stewart has been appointed
a member of the Remuneration Committee with immediate effect.
Danuta Gray, a Non-Executive Director and Chair of the
Remuneration Committee, has been appointed as a member of the Audit
Committee with immediate effect.
This disclosure is made in accordance with LR 9.6.11(3).
Resolution 13 - re-election of Antoine de Saint-Affrique as a
Director of the Company
The Board notes that Resolution 13 relating to Antoine de
Saint-Affrique's re-election to the Board was supported by 73.93%
of shareholders and opposed by 26.07% of shareholders who
voted.
Following the 2022 AGM, Gerry Murphy, our Chair, wrote to
significant shareholders who had voted against Antoine's
re-election inviting them to enter into a dialogue with the Company
in order for us to understand their concerns more fully. We
provided an update on this engagement on 10 January 2023 and
enhanced our disclosures in the 2022/23 Annual Report to provide
additional insight into Antoine's other commitments and explain the
Company's position in more detail.
The Board is pleased that shareholders took up this opportunity
to engage, resulting in a lower percentage of votes against
Antoine's re-election at this year's AGM than in 2022 (33.84%).
Antoine is a committed Non-Executive Director who makes an
effective and valuable contribution to the Burberry Board. Antoine
attended 100% of formal meetings during FY 2023 as well as
attending additional Board calls and meetings during the year as
required. The Board continues to believe Antoine is able to devote
sufficient time to discharge his duties as a Non-Executive Director
of Burberry, even in exceptionally demanding periods.
The Board will continue to engage with shareholders to
understand and respond to their views on this and other
matters.
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.
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END
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