2019 AGM, UPDATE ON RESOLUTION 5
18 October 2019: Glanbia plc ("Glanbia" or the "Company"), the global nutrition group, issues an update on its engagement with shareholders following the outcome of the 2019 Annual General Meeting ("AGM").
At the Company's AGM, held on 24 April 2019, 21% of shareholders voted against Resolution 5, the 2018 Directors Remuneration Report ("DRR"). In light of the voting outcome, Glanbia announced that it intended to engage with shareholders to better understand and address their concerns. An update on that process is detailed below. The Company will continue to engage with shareholders, in line with best practice, and will provide further detail on that process in the 2019 Annual Report and Accounts.
2019 Shareholder Engagement on the 2018 DRR
Prior to the 2019 AGM, the Company engaged extensively with shareholders in relation to proposed executive remuneration changes and received positive feedback. After the AGM, given the 21% vote against the DRR, the Chairman of the Remuneration Committee wrote to shareholders representing over 70% of issued share capital of the Company to facilitate further engagement. Following on from this, a number of meetings and calls were held with shareholders, as well as two major independent proxy advisory firms.
Throughout the consultation process, it was clear to Glanbia that shareholders are generally supportive of the Company's approach to remuneration. However, reflecting upon the discussions, the Board acknowledges that there were aspects of the DRR where more detailed explanations of the Company's approach could have been provided, particularly around increases in salary, service agreements for the Executive Directors, and certain performance metrics employed under the long-term incentive plan. During engagement, shareholders were broadly understanding and appreciative of the detailed explanations provided, which Glanbia believes have largely addressed the issues raised.
Shareholder engagement following the AGM has been a productive and valuable process for Glanbia and Glanbia believes that it has also helped shareholders better understand the background to, and basis for, Board decisions during 2018 and 2019. In the 2019 DRR, Glanbia will build on this process and provide more detail on its approach to remuneration and the steps taken to reflect on-going engagement with shareholders.
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For further information contact
Glanbia plc +353 56 777 2200
Liam Hennigan, Group Director of Strategic Planning & Investor Relations: +353 86 046 8375
Martha Kavanagh, Head of Media Relations: +353 87 646 2006
