easyJet plc (EZJ)
Result of AGM
09-Feb-2023 / 12:45 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
9 February 2023
easyJet plc
(the “Company”)
Results of Annual General Meeting
The Company announces the voting results of its Annual General Meeting (‘AGM’) held earlier today.
All resolutions put to the meeting were passed with the requisite majority by means of a poll. Resolutions 1 to 15 were each passed as an Ordinary Resolution (requiring a simple majority for them to be passed) and resolutions 16 to 19 were each passed as a Special Resolution (requiring at least a 75% majority for them to be passed).
The polling results for each resolution are set out below:
Resolution
Votes For
%
Votes Against
%
Total Votes
% of ISC
Voted1
Votes Withheld2
1.
To receive the Annual Report and Accounts for the year ended 30 September 2022
246,337,345
99.96
100,024
0.04
246,437,369
32.51%
10,437,562
2.
To approve the Directors’ Remuneration Report
197,315,595
80.59
47,513,517
19.41
244,829,112
32.30%
12,053,532
3.
To re-appoint Stephen Hester as a Director
209,989,961
89.33
25,081,601
10.67
235,071,562
31.01%
21,810,163
4.
To re-appoint Johan Lundgren as a Director
234,202,817
95.66
10,627,748
4.34
244,830,565
32.30%
12,056,239
5.
To re-appoint Kenton Jarvis as a Director
244,174,243
99.77
570,281
0.23
244,744,524
32.29%
12,124,751
6.
To re-appoint Catherine Bradley CBE as a Director
253,205,729
98.69
3,363,836
1.31
256,569,565
33.85%
308,488
7.
To re-appoint Sheikh Mansurah Tal-At (‘Moni’) Mannings as a Director
243,853,848
95.04
12,713,328
4.96
256,567,176
33.85%
315,180
8.
To re-appoint David Robbie as a Director
256,053,378
99.82
469,009
0.18
256,522,387
33.84%
358,902
9.
To appoint Ryanne van der Eijk as a Director
256,105,370
99.83
430,662
0.17
256,536,032
33.84%
342,433
10.
To appoint Harald Eisenächer as a Director
256,104,056
99.84
416,333
0.16
256,520,389
33.84%
357,284
11.
To appoint Dr. Detlef Trefzger as a Director
256,096,533
99.83
432,773
0.17
256,529,306
33.84%
349,788
12.
To re-appoint PricewaterhouseCoopers LLP as auditors of the Company
241,673,679
94.29
14,640,545
5.71
256,314,224
33.81%
563,179
13.
To authorise the Audit Committee to determine the auditors’ remuneration
252,822,206
98.53
3,774,808
1.47
256,597,014
33.85%
276,350
14.
To authorise the Company and its subsidiaries to make political donations and incur political expenditure
234,076,125
91.21
22,552,934
8.79
256,629,059
33.86%
254,412
15.
To authorise the Directors to allot shares
200,677,803
84.87
35,778,698
15.13
236,456,501
31.19%
20,423,995
16.
To disapply pre-emption rights (Special Resolution)
212,997,843
83.04
43,510,548
16.96
256,508,391
33.84%
363,636
17.
To disapply pre-emption rights - specified capital investments (Special Resolution)
205,420,947
80.08
51,102,295
19.92
256,523,242
33.84%
358,107
18.
To authorise the Company to purchase its own shares (Special Resolution)
234,529,532
91.41
22,052,097
8.59
256,581,629
33.85%
297,295
19.
To authorise the Company to call general meetings on not less than 14 clear days’ notice (Special Resolution)
249,401,662
97.20
7,183,555
2.80
256,585,217
33.85%
292,919
Notes:
Based on total issued share capital of 758,010,025 ordinary shares (as at 7 February 2023). A vote withheld is not a vote in law and is not counted towards votes cast “For” or “Against” a resolution. The total voting rights of the Company on 7 February 2023 were 758,010,025. As set out in the Notice of AGM, the Board is ensuring the Company complies with European ownership and control requirements by exercising its powers to suspend voting rights of certain UK and non-EU nationals. At the time of the AGM, the level of ownership by EU persons was 38.4% and accordingly, easyJet has suspended voting rights in respect of certain shares ("Affected Shares") held by non-EU shareholders and the polling results noted above reflect these actions. Such Affected Shares continued to count in the calculation of issued share capital and total voting rights of the Company.
Board & Committee changes
Julie Southern and Andreas Bierwirth did not put themselves forward for re-election at the AGM and therefore stood down from the Board at the conclusion of the meeting. As a result, the following changes have been made to the membership and constitution of the Committees with effect from the close of the AGM:
David Robbie has succeeded Julie Southern as Chair of the Audit Committee. The Safety Committee has been renamed the Safety & Operational Readiness Committee to better reflect the scope of its activities and Dr Detlef Trefzger has succeeded Andreas Bierwirth as Chair. The revised terms of reference are available at https://corporate.easyjet.com/investors/governance. David Robbie and Dr Detlef Trefzger have become members of the Nominations Committee.
The full membership of the Board Committees from the close of the AGM will be as follows:
Audit Committee: David Robbie (Chair), Catherine Bradley, Dr Detlef Trefzger. Remuneration Committee: Moni Mannings (Chair), Harald Eisenächer, David Robbie. Nominations Committee: Stephen Hester (Chair), Catherine Bradley, Moni Mannings, David Robbie, Dr Detlef Trefzger. Safety & Operational Readiness Committee: Dr Detlef Trefzger (Chair), Ryanne van der Eijk. Finance Committee: Catherine Bradley (Chair), Harald Eisenächer, David Robbie.As previously announced Sue Clark will join the Board as Senior Independent Director and a member of the Audit, Nominations and Safety & Operational Readiness Committees with effect from 1 March 2023.
National Storage Mechanism
In accordance with LR 9.6.2 copies of the resolutions passed as special business have been submitted to the FCA’s National Storage Mechanism and will shortly be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
In case of queries please contact:
Institutional investors and analysts:
Michael Barker
Investor Relations
+44 (0) 7985 890 939
Adrian Talbot
Investor Relations
+44 (0) 7971 592 373
Media:
Anna Knowles
Corporate Communications
+44 (0)7985 873 313
Edward Simpkins
FGS Global
+44 (0)7947 740 551 / (0)207 251 3801
Dorothy Burwell
FGS Global
+44 (0)7733 294 930 / (0)207 251 3801
LEI: 2138001S47XKWIB7TH90
ISIN: GB00B7KR2P84 Category Code: RAG TIDM: EZJ LEI Code: 2138001S47XKWIB7TH90 OAM Categories: 3.1. Additional regulated information required to be disclosed under the laws of a Member State Sequence No.: 222127 EQS News ID: 1556321
End of Announcement EQS News Service