The Magnum Ice Cream Company N.V.
(TMICC or the Company)
Result of AGM
The Company announces the results of its Annual General Meeting (AGM) held on 7 May 2026.
All proposals/resolutions were passed by the requisite majority on a poll.
The following table set out the votes that were cast in respect of the proposals/resolutions:
Item | Proposal/Resolution | Total Votes For1 | % | Total Votes Against | % | Total Votes Cast | Votes Withheld/Abstain2 |
1. | Opening | n/a | n/a | n/a | n/a | n/a | n/a |
2. | Financial year 2025 | n/a | n/a | n/a | n/a | n/a | n/a |
(a) | Report of the Board for the financial year 2025 | n/a | n/a | n/a | n/a | n/a | n/a |
(b) | Clarification of the Company’s reserves and dividend policy | n/a | n/a | n/a | n/a | n/a | n/a |
(c) | Proposal to adopt the financial statements of the Company for the financial year 2025 | 476,919,633 | 99.98 | 110,303 | 0.02 | 478,360,561 | 1,330,625 |
(d) | Advisory vote on the Directors’ Remuneration Report for the financial year 2025 | 460,068,371 | 96.39 | 17,243,860 | 3.61 | 478,360,560 | 1,048,329 |
3. | Discharge | n/a | n/a | n/a | n/a | n/a | n/a |
(a) | Proposal to discharge the Executive Directors of the Board from liability for their duties in the financial year 2025 | 472,379,066 | 99.51 | 2,311,722 | 0.49 | 478,360,560 | 3,669,772 |
(b) | Proposal to discharge the Non-Executive Directors of the Board from liability for their duties in the financial year 2025 | 472,376,805 | 99.51 | 2,312,842 | 0.49 | 478,360,560 | 3,670,913 |
4. | Proposal to adopt the Directors’ Remuneration Policy | 456,045,066 | 95.55 | 21,238,455 | 4.45 | 478,360,560 | 1,077,039 |
5. | Proposal to adopt the Foundation Plan for Growth | 369,793,135 | 77.37 | 108,157,740 | 22.63 | 478,360,560 | 409,685 |
6. | Composition of the Board | n/a | n/a | n/a | n/a | n/a | n/a |
(a) | Proposal to reappoint Jean-François van Boxmeer as a Non-Executive Director | 456,821,831 | 95.76 | 20,234,307 | 4.24 | 478,360,560 | 1,304,422 |
(b) | Proposal to reappoint Peter ter Kulve as an Executive Director | 476,016,808 | 99.59 | 1,966,297 | 0.41 | 478,360,560 | 377,455 |
(c) | Proposal to reappoint Abhijit Bhattacharya as an Executive Director | 473,188,129 | 99.00 | 4,792,464 | 1.00 | 478,360,560 | 379,967 |
(d) | Proposal to reappoint Melissa Bethell as a Non-Executive Director | 475,738,178 | 99.53 | 2,244,865 | 0.47 | 478,360,560 | 377,517 |
(e) | Proposal to reappoint Stefan Bomhard as a Non-Executive Director | 474,922,836 | 99.36 | 3,067,135 | 0.64 | 478,360,560 | 370,589 |
(f) | Proposal to reappoint Stacey Cartwright as a Non-Executive Director | 476,200,795 | 99.63 | 1,778,766 | 0.37 | 478,360,560 | 380,999 |
(g) | Proposal to reappoint Reginaldo Ecclissato as a Non-Executive Director | 469,228,899 | 98.17 | 8,748,999 | 1.83 | 478,360,560 | 382,662 |
(h) | Proposal to reappoint Josh Frank as a Non-Executive Director | 475,787,906 | 99.54 | 2,191,833 | 0.46 | 478,360,560 | 380,821 |
(i) | Proposal to reappoint René Hooft Graafland as a Non-Executive Director | 473,990,173 | 99.16 | 4,000,143 | 0.84 | 478,360,560 | 370,244 |
(j) | Proposal to reappoint Anja Mutsaers as a Non-Executive Director | 476,246,370 | 99.64 | 1,734,056 | 0.36 | 478,360,560 | 380,134 |
7. | Board authorisations | n/a | n/a | n/a | n/a | n/a | n/a |
(a) | Proposal to authorise the Board to issue shares, or grant rights to subscribe for share | 475,092,191 | 99.78 | 1,029,434 | 0.22 | 478,360,560 | 2,238,935 |
(b) | Proposal to authorise the Board to restrict or exclude pre-emption rights in connection with the authorisations referred to in item 7(a) | 471,815,397 | 99.10 | 4,273,789 | 0.90 | 478,360,560 | 2,271,374 |
(c) | Proposal to authorise the Board to make one or more repurchases of shares | 477,580,651 | 99.95 | 247,979 | 0.05 | 478,360,560 | 531,930 |
8. | External auditor | n/a | n/a | n/a | n/a | n/a | n/a |
(a) | Proposal to reappoint KPMG Accountants N.V. as the external auditor to issue an independent auditor’s opinion on TMCC’s financial statements for the reporting year 2027 | 484,800,823 | 99.97 | 122,167 | 0.03 | 485,319,874 | 396,884 |
(b) | Proposal to reappoint KPMG Accountants N.V. as the external auditor to carry out the assurance of TMICC’s sustainability statements for the reporting year 2027 | 483,585,081 | 99.76 | 1,160,911 | 0.24 | 485,319,874 | 573,882 |
9. | Proposal to amend the Articles of Association of the Company | 474,298,532 | 99.63 | 1,739,664 | 0.37 | 478,360,560 | 2,322,364 |
10. | Any other business | n/a | n/a | n/a | n/a | n/a | n/a |
11. | Close | n/a | n/a | n/a | n/a | n/a | n/a |
Notes:
1. ‘Total Votes For’ include votes recorded as at the discretion of the appointed proxy.
2. The ‘Vote Withheld’ option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote ‘For’ and ‘Against’ a resolution.
3. As at the record date of the AGM (9 April 2026 at 5pm CET), the issued share capital of the Company was 612,259,739 ordinary shares. No shares are held in treasury
4. In accordance with applicable US federal tax laws and regulations, Unilever PLC voted in proportion to the votes cast by the Company’s other shareholders.
5. The full text of the resolutions is detailed in the Notice of Meeting which can be found on the Company’s website https://corporate.magnumicecream.com/en/investors/annual-general-meetings.html
A copy of the resolutions passed at the AGM has been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority’s National Storage Mechanism which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Board is pleased that all proposals at the AGM were supported by a significant majority of shareholders. The Board notes that Resolution 5 (Proposal to adopt the Foundation Plan for Growth) received a vote of 77.37% in favour. The Board engaged extensively with shareholders and governance bodies as the Foundation Plan was developed and believes that it balances accountability, an ownership mindset, alignment with shareholder interests and long-term value creation. The Board also notes that it rightly carries downside risk for senior leaders from their direct co-investment. Through this detailed engagement, we developed a strong understanding of stakeholder views on the Foundation Plan and received support from a clear majority.
The Board plans to continue to actively engage with shareholders and relevant governance bodies on our approach to remuneration.
More information on the rationale for the Foundation Plan can be found in the 2025 Annual Report.
Change of financial reporting date
The change to the financial reporting date will result in the financial year ending 31 December 2027 being extended by three months to 31 March 2028; after which, the new financial reporting date will become effective as from 1 April 2028.
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About The Magnum Ice Cream Company
The Magnum Ice Cream Company N.V. (EURONEXT: MICC/ NYSE: MICC/ LSE: MICC) is the world's leading ice cream business. Home to four of the world's five largest ice cream brands: Magnum, Ben & Jerry's, Cornetto and the Heartbrand, our portfolio delights consumers in 80 markets around the world. Headquartered in Amsterdam, The Netherlands, we have a global team of 18,000 employees, a network of 32 factories, 13 R&D centres, and a fleet of three million freezer cabinets. For more information, visit www.corporate.magnumicecream.com. TMICC's legal entity identifier is 25490052LLF3XH6G9847.