Bank
of Ireland Group PLC (the "Company")
Results of the 2024 Annual General Meeting
("AGM")
The Company announces that at its
AGM, held on 23 May 2024, all of the resolutions proposed were duly
passed, as set out below.
Resolutions 1 to 7 (inclusive) and
Resolutions 9 and 12 were passed as ordinary resolutions and
resolutions 8, 10, 11 and 13 were passed as special resolutions,
each on a poll. The full text of each resolution was set out in the
Chairman's Letter to holders of Ordinary Shares and Notice of the
AGM which was posted to shareholders on 19 April 2024 and is
available on the Company website at https://investorrelations.bankofireland.com.
In addition, procedural motions were
put to the meeting to correct typographical errors (a) in the
record and payment dates and (b) in relation to the year of expiry
in Resolutions 12 and 13. The procedural motions were each passed
on a show of hands.
The results of the voting on each
resolution are as follows:
Resolution
1
To receive and consider the
Company's Financial Statements for the year ended 31 December 2023,
together with the Report of the Directors and the Auditor's
Report.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
1
|
793,549,478
|
99.99%
|
48,561
|
0.01%
|
793,598,039
|
572,453
|
Resolution
2
To declare a Dividend.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
2
|
794,162,131
|
100.00%
|
5,433
|
0.00%
|
794,167,564
|
2,928
|
Resolution
3
To elect the following Directors to
the Board, by separate resolutions:
(a) Akshaya
Bhargava
(b) Margaret
Sweeney
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
3(a)
|
794,079,275
|
99.99%
|
78,830
|
0.01%
|
794,158,105
|
11,720
|
|
3(b)
|
794,140,848
|
100.00%
|
21,213
|
0.00%
|
794,162,061
|
7,170
|
To re-elect the following Directors,
by separate resolutions:
(c) Giles Andrews;
(d) Evelyn Bourke;
(e) Ian Buchanan;
(f) Eileen
Fitzpatrick;
(g) Richard
Goulding;
(h) Michele Greene;
(i) Patrick
Kennedy;
(j) Myles
O'Grady;
(k) Steve Pateman;
and
(l) Mark
Spain.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
3
(c)
|
788,037,211
|
99.23%
|
6,118,908
|
0.77%
|
794,156,119
|
14,373
|
|
3
(d)
|
763,745,467
|
96.17%
|
30,420,571
|
3.83%
|
794,166,038
|
4,454
|
|
3
(e)
|
794,106,387
|
99.99%
|
55,094
|
0.01%
|
794,161,481
|
9,011
|
|
3
(f)
|
780,908,735
|
98.33%
|
13,257,219
|
1.67%
|
794,165,954
|
4,538
|
|
3
(g)
|
787,751,898
|
99.19%
|
6,411,503
|
0.81%
|
794,163,401
|
7,102
|
|
3
(h)
|
788,081,641
|
99.23%
|
6,082,102
|
0.77%
|
794,163,743
|
6,760
|
|
3
(i)
|
734,785,475
|
96.08%
|
29,977,266
|
3.92%
|
764,762,741
|
29,407,762
|
|
3
(j)
|
764,708,605
|
99.99%
|
51,649
|
0.01%
|
764,760,254
|
29,410,249
|
|
3
(k)
|
794,103,165
|
99.99%
|
58,979
|
0.01%
|
794,162,144
|
8,359
|
|
3
(l)
|
760,112,458
|
99.39%
|
4,648,254
|
0.61%
|
764,760,712
|
29,409,124
|
Resolution
4
To consider the continuation in
office of KPMG as Auditor of the Company.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
4
|
787,981,175
|
99.97%
|
200,468
|
0.03%
|
788,181,643
|
5,988,840
|
Resolution
5
To authorise the Directors to fix
the remuneration of the Auditor for the 2024 financial
year.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
5
|
793,969,873
|
99.98%
|
193,715
|
0.02%
|
794,163,588
|
6,915
|
Resolution
6
To approve the convening of an
Extraordinary General Meeting on 14 days' notice for the passing of
an ordinary resolution.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
6
|
753,005,605
|
94.82%
|
41,154,859
|
5.18%
|
794,160,464
|
10,039
|
Resolution
7
To receive and consider the
Directors' Remuneration Report for the year ended 31 December
2023.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
7
|
777,318,663
|
98.62%
|
10,866,052
|
1.38%
|
788,184,715
|
5,985,788
|
Resolution
8
To authorise purchases of Ordinary
Shares by the Company or subsidiaries.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
8
|
787,865,135
|
99.24%
|
6,056,486
|
0.76%
|
793,921,621
|
248,882
|
Resolution
9
To authorise the Directors to issue
Ordinary Shares.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
9
|
714,829,689
|
90.01%
|
79,328,299
|
9.99%
|
794,157,988
|
12,514
|
Resolution
10
To renew the Directors' authority to
issue Ordinary Shares on a non-pre-emptive basis for
cash.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
10
|
792,910,358
|
99.85%
|
1,209,120
|
0.15%
|
794,119,478
|
51,024
|
Resolution
11
To approve the Directors' additional
authority to issue Ordinary Shares on a non-pre-emptive basis for
cash in the case of an acquisition or specified capital
investment.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
11
|
740,779,982
|
93.28%
|
53,339,373
|
6.72%
|
794,119,355
|
51,147
|
Resolution
12
To authorise the Directors to issue
contingent equity conversion notes, and Ordinary Shares on the
conversion of such notes.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
12
|
786,222,784
|
99.00%
|
7,920,105
|
1.00%
|
794,142,889
|
27,613
|
Resolution
13
To authorise the Directors to issue
for cash on a non-pre-emptive basis, contingent equity conversion
notes, and Ordinary Shares on the conversion of such
notes.
|
Resolution
|
Votes
For
|
%
|
Votes
Against
|
%
|
Total Votes
Cast
|
Votes
Withheld
|
|
13
|
786,067,276
|
98.98%
|
8,076,609
|
1.02%
|
794,143,885
|
25,950
|
The "Vote Withheld" option is
provided to enable abstention on any particular resolution.
However, it should be noted that a "Vote Withheld" is not a vote in
law and is not counted in the calculation of the proportion of the
votes "For" and "Against" a resolution.
In accordance with Listing Rule
6.1.60 of Euronext Dublin and Listing Rule 9.6.2 of the Financial
Conduct Authority, copies of all resolutions, other than those
concerning ordinary business, will be submitted to the Euronext
Dublin and the UK's National Storage Mechanism and will shortly be
available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
23 May 2024
For further information
contact:
Sarah McLaughlin, Group
Secretary
Tel:
+353 87 4315242