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RNS Number : 8845M Unilever PLC 01 May 2024
London, 1 May 2024
UNILEVER PLC
RESULTS OF ANNUAL GENERAL MEETING
Unilever PLC shareholders today approved each of the resolutions put to the
2024 Annual General Meeting. Resolutions 1 to 17 were passed as ordinary
resolutions and resolutions 18 to 22 were passed as special resolutions.
Voting was by poll on each resolution and the results are set out below.
BOARD APPOINTMENTS
The following directors stood for election or re-election and were duly
elected or re-elected by the shareholders of Unilever PLC:
Fernando Fernandez, Adrian Hennah, Andrea Jung, Susan Kilsby, Ruby Lu, Judith
McKenna, Ian Meakins, Nelson Peltz and Hein Schumacher.
POLL RESULTS - ANNUAL GENERAL MEETING 1 MAY 2024
TOTAL VOTES FOR % TOTAL VOTES AGAINST % TOTAL VOTES CAST % OF SHARE CAPITAL VALIDLY CAST VOTED FOR AND AGAINST VOTES WITHHELD
1. To receive the Reports and Accounts for the year ended 31 December 2023 1,800,729,225 99.45% 9,966,995 0.55% 1,810,696,220 72.35% 3,481,866
2. To approve the Directors' Remuneration Report 1,774,251,126 97.96% 36,962,423 2.04% 1,811,213,549 72.37% 2,966,904
3. To approve the Directors' Remuneration Policy 1,769,512,007 97.69% 41,749,811 2.31% 1,811,261,818 72.37% 2,918,626
4.To approve the Climate Transition Action Plan 1,659,769,519 97.59% 41,001,833 2.41% 1,700,771,352 67.96% 113,395,016
5. To elect Fernando Fernandez as a Director 1,808,673,411 99.77% 4,108,371 0.23% 1,812,781,782 72.43% 1,395,610
6. To re-elect Adrian Hennah as a Director 1,705,872,213 94.16% 105,743,176 5.84% 1,811,615,389 72.39% 2,564,082
7. To re-elect Andrea Jung as a Director 1,779,071,833 98.21% 32,469,478 1.79% 1,811,541,311 72.38% 2,632,754
8. To re-elect Susan Kilsby as a Director 1,806,649,018 99.67% 5,980,303 0.33% 1,812,629,321 72.43% 1,550,150
9. To re-elect Ruby Lu as a Director 1,793,283,012 99.43% 10,242,062 0.57% 1,803,525,074 72.06% 10,654,268
10. To elect Ian Meakins as a Director 1,785,432,531 98.61% 25,251,509 1.39% 1,810,684,040 72.35% 3,496,208
11. To elect Judith McKenna as a Director 1,810,541,577 99.89% 2,053,978 0.11% 1,812,595,555 72.43% 1,583,827
12. To re-elect Nelson Peltz as a Director 1,786,458,851 98.55% 26,257,254 1.45% 1,812,716,105 72.43% 1,463,200
13. To re-elect Hein Schumacher as a Director 1,808,470,703 99.76% 4,348,673 0.24% 1,812,819,376 72.44% 1,358,500
14. To reappoint KPMG LLP as Auditors of the Company 1,791,600,664 98.88% 20,211,645 1.12% 1,811,812,309 72.40% 2,367,156
15. To authorise the Directors to fix the remuneration of the Auditor 1,809,554,441 99.88% 2,238,563 0.12% 1,811,793,004 72.39% 2,385,562
16. To authorise Political Donations and expenditure 1,774,391,901 98.34% 29,900,923 1.66% 1,804,292,824 72.10% 9,887,318
17. To authorise the Directors to allot shares 1,740,915,807 96.04% 71,823,507 3.96% 1,812,739,314 72.43% 1,441,372
18. To authorise the Directors to disapply pre-emption rights 1,784,960,145 98.50% 27,178,616 1.50% 1,812,138,761 72.41% 2,040,710
19. To authorise the Directors to disapply pre-emption rights for the purposes 1,782,126,412 98.33% 30,191,118 1.67% 1,812,317,530 72.42% 1,861,941
of acquisitions or capital investments
20. To authorise the Company to purchase its own shares 1,809,085,300 99.81% 3,404,753 0.19% 1,812,490,053 72.42% 1,690,633
21. To authorise the Directors to call General Meetings (other than an AGM) on 1,699,190,110 93.75% 113,185,068 6.25% 1,812,375,178 72.42% 1,803,565
14 clear days' notice
22. Adoption of new Articles of Association. 1,809,436,070 99.92% 1,486,543 0.08% 1,810,922,613 72.36% 3,255,671
NOTES:
- The 'For' vote includes votes given at the Chairman's discretion and details
of proxy votes cast are included in the table above.
- As at close of business on 30 April 2024 the total number of issued ordinary
shares of Unilever PLC was 2,521,497,338. Of those ordinary shares, 16,181,572
were held as treasury shares and 2,665,283 ordinary shares (including ordinary
shares represented by Unilever PLC ADSs) were held by or on behalf of
companies in the Unilever Group (the "Unilever Group Shares"). The voting
rights attaching to the Unilever Group Shares are not exercisable. Therefore,
as at 11.30am on 1 May 2024, the total number of Unilever PLC ordinary shares
with exercisable voting rights was 2,502,650,483.
A 'Vote withheld' is not a vote in law and will not be counted in the
calculation of the proportion of the votes 'for' and 'against' a resolution.
In accordance with Listing Rule 9.6.2 copies of all the resolutions passed,
other than ordinary business, will be submitted to and available for
inspection at the National Storage Mechanism and will shortly be available for
inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . A copy of the
resolutions can also be found in the Chairman's Letter and Notice of Meeting
which is available on our website: www.unilever.com/AGM
(http://www.unilever.com/AGM)
1 May 2024
Cautionary Statement:
This announcement may contain forward-looking statements, including
'forward-looking statements' within the meaning of the United States Private
Securities Litigation Reform Act of 1995, concerning the financial condition,
results of operations and businesses of the Unilever Group (the 'Group'). All
statements other than statements of historical fact are, or may be deemed to
be, forward-looking statements. Words and terminology such as 'will', 'aim',
'expects', 'anticipates', 'intends', 'looks', 'believes', 'vision',
'ambition', 'target', 'goal', 'plan', 'potential', 'work towards', 'may',
'milestone', 'objectives', 'outlook', 'probably', 'project', 'risk', 'seek',
'continue', 'projected', 'estimate', 'achieve' or the negative of these terms,
and other similar expressions of future performance, results, actions or
events, and their negatives, are intended to identify such forward-looking
statements. Forward-looking statements also include, but are not limited to,
statements and information regarding Unilever's acceleration of its Growth
Action Plan, Unilever's portfolio optimisation towards global or scalable
brands, the capabilities and potential of such brands, the various aspects of
the separation of the Ice Cream business and its future operational model,
strategy, growth potential, performance and returns, Unilever's productivity
programme, its impacts and cost savings over the next three years and
operation dis-synergies from the separation of the Ice Cream business, the
Group's emissions reduction targets and other climate change related matters
(including actions, potential impacts and risks associated therewith).
Forward-looking statements can be made in writing but also may be made
verbally by directors, officers and employees of the Group (including during
management presentations) in connection with this announcement. These
forward-looking statements are based upon current beliefs, expectations and
assumptions regarding anticipated developments and other factors affecting the
Group. They are not historical facts, nor are they guarantees of future
performance or outcomes. All forward-looking statements contained in this
announcement are expressly qualified in their entirety by the cautionary
statements contained or referred to in this section. Readers should not place
undue reliance on forward-looking statements.
Because these forward-looking statements involve known and unknown risks and
uncertainties, a number of which may be beyond the Group's control, there are
important factors that could cause actual results to differ materially from
those expressed or implied by these forward-looking statements. Among other
risks and uncertainties, the material or principal factors which could cause
actual results to differ materially from the forward-looking statements
expressed in this announcement are: Unilever's ability to successfully
separate the Ice Cream business and realise the anticipated benefits of the
separation; Unilever's ability to successfully execute and consummate its
productivity programme in line with expected costs to achieve expected
savings; Unilever's global brands not meeting consumer preferences; Unilever's
ability to innovate and remain competitive; Unilever's investment choices in
its portfolio management; the effect of climate change on Unilever's business;
Unilever's ability to find sustainable solutions to its plastic packaging;
significant changes or deterioration in customer relationships; the
recruitment and retention of talented employees; disruptions in Unilever's
supply chain and distribution; increases or volatility in the cost of raw
materials and commodities; the production of safe and high quality products;
secure and reliable IT infrastructure; execution of acquisitions, divestitures
and business transformation projects; economic, social and political risks and
natural disasters; financial risks; failure to meet high and ethical
standards; and managing regulatory, tax and legal matters.
The forward-looking statements are based on our beliefs, assumptions and
expectations of our future performance, taking into account all information
currently available to us. Forward-looking statements are not predictions of
future events. These beliefs, assumptions, and expectations can change as a
result of many possible events or factors, not all of which are known to us.
If a change occurs, our business, financial condition, liquidity and results
of operations may vary materially from those expressed in our forward-looking
statements.
The forward-looking statements speak only as of the date of this announcement.
Except as required by any applicable law or regulation, the Group expressly
disclaims any intention, obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained herein to
reflect any change in the Group's expectations with regard thereto or any
change in events, conditions or circumstances on which any such statement is
based. New risks and uncertainties arise over time, and it is not possible for
us to predict those events or how they may affect us. In addition, we cannot
assess the impact of each factor on our business or the extent to which any
factor, or combination of factors, may cause actual results to differ
materially from those contained in any forward-looking statements.
Further details of potential risks and uncertainties affecting the Group are
described in the Group's filings with the London Stock Exchange, Euronext
Amsterdam and the US Securities and Exchange Commission, including in the
Annual Report on Form 20-F 2023 and the Unilever Annual Report and Accounts
2023.
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