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Voting Results

Voting results at the 2021 Annual General Meeting

All resolutions proposed were duly passed by shareholders by the majority required on a poll.  

Biffa AGM Poll Results

The following table shows the total number of votes cast for each resolution: 

Resolution Total No’ and % of Votes cast FOR* Total No’ and % of Votes cast AGAINST Total Number of Votes Cast Number of Votes WITHHELD+
1 Annual Report and Accounts 2021 229,606,097 100.00% 4,114 0.00% 229,610,211 2,192,365
2 Remuneration Report 221,012,084 97.52% 5,619,131 2.48% 226,631,215 5,171,361
3 Election of C Miles 229,841,343 99.95% 120,416 0.05% 229,961,759 1,840,817
4 Re-election of M Averill 227,170,510 98.79% 2,793,029 1.21% 229,963,539 1,839,037
5 Re-election of C Chesney 195,952,266 85.21% 34,010,549 14.79%
229,962,815 1,839,761
6 Re-election of K Lever 166,199,635 71.98%
64,688,843 28.02%
230,888,478 914,098
7 Re-election of D Martin 227,003,701 98.71% 2,959,910 1.29%
229,963,611 1,838,965
8 Re-election of R Pike 226,734,418
98.60%
3,229,665
1.40%
229,964,083 1,838,493
9 Re-election of M Topham 229,688,700 99.88%
278,106
0.12%
229,966,806 1,836,909
10 Appointment of Auditor 229,932,809 99.99%
24,783
0.01%
229,957,592 1,844,984
11 Remuneration of Auditor 229,946,929 99.99%
12,087
0.01%
229,959,016
1,843,560
12 Allotment of shares 223,789,117
97.32%
6,171,078 2.68%
229,960,195 1,842,381
13 Pre-emption rights - General^ 229,589,393 99.86%
314,494
0.14%
229,903,887
1,898,689
14 Pre-emption rights - Specific^ 226,523,178 98.51% 3,432,210 1.49%
229,955,388 1,847,188
15 Notice of general meetings^ 224,530,613 97.64%
5,428,359 2.36% 229,958,972 1,843,604
16 Articles of Association^ 229,914,987 99.99% 31,040 0.01% 229,946,027 1,856,549

Notes:
*  includes discretionary votes
^ special resolution
'+  a vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes counted 'For' or 'Against' a resolution

The total number of shares in issue at the close of business on 16 July 2021 was 305,607,494 ordinary shares of 1 pence each. There are no shares held in Treasury.

The Board would like to thank shareholders for their engagement and support ahead of the AGM and throughout the year. While most of the resolutions were passed with significant majorities, the Board notes that resolution 6 (re-election of K Lever) was passed with the necessary majority but with less than 80% of support.

The Company has extensively consulted and engaged with its shareholders since its AGM in July 2020, to better understand and discuss shareholder concerns regarding the resolution to re-elect the Company’s Chairman. Feedback was received that the votes against were influenced by the Chairman’s board commitments not meeting numerical overboarding guidelines and the Board not meeting gender diversity requirements of shareholders and proxy advisers. The Board are of the firm view that the Chairman devotes more than sufficient time to his Chairman duties. However, recognising the concerns of some shareholders, the Chairman has committed to review his board appointments with a view to complying with numerical overboarding guidelines by the time of the Company’s AGM in July 2022.

With respect to gender diversity, the Company has an objective of reaching the Hampton Alexander Review target of one-third female Board representation by its AGM in July 2022. It made good progress with respect to this during the year with the appointment of Claire Miles to the Board increasing female representation to 29%. The Company will continue to actively engage with its shareholders with respect to corporate governance matters during the year.

In accordance with Listing Rule 9.6.2, copies of the resolutions that were passed at the meeting and that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.data.fca.org.uk.