Biffa plc
Results of the Annual General Meeting
Biffa plc, ("the Company") announces that at its Annual General Meeting ("AGM") today, all resolutions proposed were duly passed by shareholders by the majority required on a poll. The full text of each resolution is contained in the 2021 Notice of AGM which is available on the Biffa website www.biffa.co.uk
Biffa AGM Poll Results
The following table shows the total number of votes cast for each resolution:
| Resolution |
Total No' and % of Votes cast FOR* |
Total No' and % of Votes cast AGAINST |
Total Number of Votes Cast |
Number of Votes WITHHELD+ |
|||
| 1 |
Annual Report and Accounts 2021 |
229,606,097 |
100.00% |
4,114 |
0.00% |
229,610,211 |
2,192,365 |
| 2 |
Remuneration Report |
221,012,084 |
97.52% |
5,619,131 |
2.48% |
226,631,215 |
5,171,361 |
| 3 |
Election of C Miles |
229,841,343 |
99.95% |
120,416 |
0.05% |
229,961,759 |
1,840,817 |
| 4 |
Re-election of M Averill |
227,170,510 |
98.79% |
2,793,029 |
1.21% |
229,963,539 |
1,839,037 |
| 5 |
Re-election of C Chesney
|
195,952,266 |
85.21% |
34,010,549 |
14.79% |
229,962,815 |
1,839,761 |
| 6 |
Re-election of K Lever |
166,199,635 |
71.98% |
64,688,843 |
28.02% |
230,888,478 |
914,098 |
| 7 |
Re-election of D Martin |
227,003,701 |
98.71% |
2,959,910 |
1.29% |
229,963,611 |
1,838,965 |
| 8 |
Re-election of R Pike |
226,734,418 |
98.60% |
3,229,665 |
1.40% |
229,964,083 |
1,838,493 |
| 9 |
Re-election of M Topham |
229,688,700 |
99.88% |
278,106 |
0.12% |
229,966,806 |
1,836,909 |
| 10 |
Appointment of Auditor |
229,932,809 |
99.99% |
24,783 |
0.01% |
229,957,592 |
1,844,984 |
| 11 |
Remuneration of Auditor |
229,946,929 |
99.99% |
12,087 |
0.01% |
229,959,016 |
1,843,560 |
| 12 |
Allotment of shares |
223,789,117 |
97.32% |
6,171,078 |
2.68% |
229,960,195 |
1,842,381 |
| 13 |
Pre-emption rights - General^ |
229,589,393 |
99.86% |
314,494 |
0.14% |
229,903,887 |
1,898,689 |
| 14 |
Pre-emption rights - Specific^ |
226,523,178 |
98.51% |
3,432,210 |
1.49% |
229,955,388 |
1,847,188 |
| 15 |
Notice of general meetings^ |
224,530,613 |
97.64% |
5,428,359 |
2.36% |
229,958,972 |
1,843,604 |
| 16 |
Articles of Association^ |
229,914,987 |
99.99% |
31,040 |
0.01% |
229,946,027 |
1,856,549 |
Notes:
* includes discretionary votes
^ special resolution
'+ a vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes counted 'For' or 'Against' a resolution
The total number of shares in issue at the close of business on 16 July 2021 was 305,607,494 ordinary shares of 1 pence each. There are no shares held in Treasury.
The Board would like to thank shareholders for their engagement and support ahead of the AGM and throughout the year. While most of the resolutions were passed with significant majorities, the Board notes that resolution 6 (re-election of K Lever) was passed with the necessary majority but with less than 80% of support.
The Company has extensively consulted and engaged with its shareholders since its AGM in July 2020, to better understand and discuss shareholder concerns regarding the resolution to re-elect the Company's Chairman. Feedback was received that the votes against were influenced by the Chairman's board commitments not meeting numerical overboarding guidelines and the Board not meeting gender diversity requirements of shareholders and proxy advisers. The Board are of the firm view that the Chairman devotes more than sufficient time to his Chairman duties. However, recognising the concerns of some shareholders, the Chairman has committed to review his board appointments with a view to complying with numerical overboarding guidelines by the time of the Company's AGM in July 2022.
With respect to gender diversity, the Company has an objective of reaching the Hampton Alexander Review target of one-third female Board representation by its AGM in July 2022. It made good progress with respect to this during the year with the appointment of Claire Miles to the Board increasing female representation to 29%. The Company will continue to actively engage with its shareholders with respect to corporate governance matters during the year.
These results will shortly be available on the Company's website at www.biffa.co.uk 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 www.data.fca.org.uk
S Parsons
Company Secretary
19 July 2021
Enquiries:
Investors
Michael Topham, Chief Executive Officer
Richard Pike, Chief Financial Officer
Media & Analysts
Houston PR
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