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7 May 2026
Irish Continental Group plc
Result of Annual General Meeting (“AGM”)
At the AGM of Irish Continental Group plc held today, Thursday 7 May 2026, all resolutions proposed were passed on a poll.
The full text of each resolution was included in the Notice of the Annual General Meeting dated 7 April 2026 and which is available on the Company’s website www.icg.ie.
In addition, a procedural motion was put to the meeting to correct a typographical error in relation to Resolutions 6(a). The procedural motion was passed unanimously.
The table below sets out the results of the poll on each resolution.
RESOLUTION | For | Against | Total Votes | Withheld | ||||
Number | % | Number | % | Number | Percent Issued Capital | Number | ||
ANNUAL GENERAL MEETING | ||||||||
1 | To receive and consider the 2025 financial statements and the reports of the directors and auditor thereon and a review of the affairs of the Company (as an advisory resolution) | 105,497,440 | 99.96% | 40,580 | 0.04% | 105,538,020 | 71.09% | 32,710 |
2 | To declare a final dividend of 10.95 cent per ordinary share for the year ended 31 December 2025 | 105,564,860 | 100.00% | 0 | 0.00% | 105,564,860 | 71.10% | 5,870 |
3.a | To re-appoint John B. McGuckian as a director | 103,351,059 | 97.90% | 2,213,801 | 2.10% | 105,564,860 | 71.10% | 5,870 |
3.b | To re-appoint Eamonn Rothwell as a director | 105,429,390 | 99.87% | 135,470 | 0.13% | 105,564,860 | 71.10% | 5,870 |
3.c | To re-appoint David Ledwidge as a director | 105,509,019 | 99.95% | 55,841 | 0.05% | 105,564,860 | 71.10% | 5,870 |
3.d | To re-appoint Lesley Williams as a director | 105,309,944 | 99.76% | 254,916 | 0.24% | 105,564,860 | 71.10% | 5,870 |
3.e | To re-appoint Daniel Clague as a director | 103,550,634 | 98.09% | 2,014,226 | 1.91% | 105,564,860 | 71.10% | 5,870 |
3.f | To re-appoint Éimear Moloney as a director | 105,308,944 | 99.76% | 255,916 | 0.24% | 105,564,860 | 71.10% | 5,870 |
4 | To authorise the directors to fix the auditors remuneration for the year ended 31 December 2026 | 105,472,816 | 99.92% | 81,844 | 0.08% | 105,554,660 | 71.10% | 16,070 |
5 | To receive and consider the Report of the Remuneration Committee for the year ended 31 December 2025 | 82,401,012 | 78.06% | 23,161,098 | 21.94% | 105,562,110 | 71.10% | 8,620 |
6 | General authority to allot relevant securities | 99,550,345 | 94.30% | 6,014,515 | 5.70% | 105,564,860 | 71.10% | 5,870 |
7 | To disapply statutory pre-emption provisions in specified circumstances | 104,627,295 | 99.11% | 937,565 | 0.89% | 105,564,860 | 71.10% | 5,870 |
8 | To disapply statutory pre-emption provisions in additional specified circumstances | 99,635,015 | 94.39% | 5,919,645 | 5.61% | 105,554,660 | 71.10% | 16,070 |
9 | To authorise the Company to make market purchases of its own shares | 105,506,815 | 99.94% | 63,835 | 0.06% | 105,570,650 | 71.11% | 80 |
10 | To authorise the Company to make market purchases of its own shares by way of tender offer | 100,524,135 | 95.24% | 5,022,315 | 4.76% | 105,546,450 | 71.09% | 10,280 |
11 | To authorise the Company to re-allot treasury shares | 105,552,635 | 100.00% | 2,025 | 0.00% | 105,554,660 | 71.10% | 16,070 |
12 | Authority to convene certain general meetings on 14 days notice | 100,507,469 | 95.21% | 5,054,641 | 4.79% | 105,562,110 | 71.10% | 8,620 |
Resolutions 1 to 6 were proposed as ordinary resolutions and Resolutions 7 to 12 were proposed as special resolutions. Votes withheld are not a vote in law and are not considered in counting the total votes for and against.
While all resolutions were passed, the Board notes the voting result on the advisory resolution on the Report of the Remuneration Committee. As part of ongoing engagement with shareholders ahead of the AGM, the Board received feedback from some shareholders concerning certain aspects of executive director remuneration. The Board has a clear understanding of those shareholder views and expectations and will continue its programme of engagement with shareholders on this and other matters.
Copies of the resolutions passed will be submitted to the Euronext Dublin and the UK National Storage Mechanism. These will shortly be available for inspection at https://direct.euronext.com/#/oamfiling , and at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Brian Holland
Company Secretary
