Associated British Foods plc announces the results of the voting by poll on the resolutions put to the Annual General Meeting of the Company held on 9 December 2011. All resolutions were passed by the required majority.
| Resolution | Votes For (i) | % For | Votes Against | % Against | Votes Total | % of Issues Share Capital voted (ii) | Votes Withheld (iii) |
|---|
| 1 | Report and accounts 2011 | 628,457,097 | 99.94 | 404,634 | 0.06 | 628,861,731 | 79.43 | 51,852 |
| 2 | Directors’ remuneration report 2011 | 599,239,601 | 96.71 | 20,390,217 | 3.29 | 619,629,818 | 78.27 | 9,282,060 |
| 3 | Declaration of final dividend | 628,686,026 | 100.00 | 7,198 | 0.00 | 628,693,224 | 79.41 | 219,886 |
| 4 | Re-election of Charles Sinclair as a director | 626,901,778 | 99.69 | 1,946,128 | 0.31 | 628,847,906 | 79.43 | 60,270 |
| 5 | Re-election of George G Weston as a director | 628,342,776 | 99.92 | 510,000 | 0.08 | 628,852,776 | 79.43 | 57,808 |
| 6 | Re-election of John Bason as a director | 628,339,396 | 99.92 | 510,919 | 0.08 | 628,850,315 | 79.43 | 60,532 |
| 7 | Re-election of Timothy Clarke as a director | 628,132,835 | 99.89 | 706,695 | 0.11 | 628,839,530 | 79.43 | 62,935 |
| 8 | Re-election of Lord Jay of Ewelme as a director | 628,091,201 | 99.88 | 758,092 | 0.12 | 628,849,293 | 79.43 | 61.381 |
| 9 | Re-election of Javier Ferrán as a director | 628,202,346 | 99.90 | 646,262 | 0.10 | 628,848,608 | 79.43 | 61,951 |
| 10 | Re-election of Peter Smith as a director | 627,271,772 | 99.75 | 1,576,765 | 0.25 | 628,848,537 | 79.43 | 61,356 |
| 11 | Re-appointment and remuneration of auditors | 622,973,063 | 99.60 | 2,532,603 | 0.40 | 625,505,666 | 79.01 | 3,404,912 |
| Special business |
| 12 | Authority to allot shares | 593,932,229 | 95.03 | 31,035,439 | 4.97 | 624,967,668 | 78.94 | 3,942,589 |
| 13 | Disapplication of pre-emption rights
(special resolution) | 626,431,384 | 99.98 | 127,779 | 0.02 | 626,559,163 | 79.14 | 2,352,231 |
| 14 | Reduced notice of a general meeting other than an annual general meeting
(special resolution) | 611,568,351 | 97.62 | 14,928,958 | 2.38 | 626,497,309 | 79.14 | 2,347,247 |
Notes:
(i) Any proxy appointments which gave discretion to the Chairman have been included in the ‘For’ total.
(ii) Issued ordinary share capital at 7 December 2011: 791,674,183 shares.
(iii) A ‘Vote Withheld’ is not counted towards the votes cast ‘For’ or ‘Against’ a resolution.
A copy of the resolutions passed as special business at the AGM has been submitted today to the National Storage Mechanism and will shortly be available for inspection at: www.hemscott.com/nsm.do