AIB Group plc (A5G) Earnings Call Transcript & Summary

So I'm now going to commence immediately with the Extraordinary General Meeting. And as I mentioned earlier, the proposal of the Extraordinary General Meeting is to seek your approval for the specific of market purchase of ordinary shares from the Minister for Finance up to a maximum of EUR 999 million. This proposed transaction will help accelerate AIB's return to full private ownership over time through the use of excess capital. It will not impact on the ability of the group to make further off-market purchases under the authority sought in the Annual General Meeting. And subject to the approval at this meeting, the proposed transaction, which is a related party transaction again, is expected to be concluded between today and tomorrow. The final price per share was calculated at EUR 5.0395. It was a moving average, wasn't it, Donal, I think over the past 5 days before the 26th of April 2024. If the buyback proceeds, this will result in 198.2 million shares being repurchased. And it's intended that these shares will be canceled on settlement. The resolutions to give effect to this proposed transaction are set out in the notice of the extraordinary general meeting on Page 18 of the shareholder circular or issued on the 3rd of April 2024. And again, I'm calling for a poll on these resolutions to be taken up at the end of the meeting, as I said earlier. These resolutions are very technical in nature. And with the consent again of the members present here today, I propose that we take the full text of the resolutions as read. And I will instead describe briefly the purpose of each of these two resolutions to you. Resolution 1 is proposed by me as a special resolution again to approve the terms of the contract between the company and the Minister of Finance and to grant the company the authority to complete the proposed transaction. The terms of this contract are set out in full in the appendix to the circular that you will receive. And as noted earlier, the final price was calculated at EUR 5.0395 per share. The authority sought will expire at 11:59 tomorrow night. So that's the 3rd of May. The minister is not permitted as related party to vote on the ordinary shares to which this resolution relates. Resolution 2 is proposed by me as an ordinary resolution, which must be approved by independent shareholders under the Listing Rules and the Companies Act 2014. On account of the proposed transaction with the Minister for Finance constituting, as you can understand, a related party transaction, the minister is not, therefore, permitted to vote any of the shares in this resolution. We haven't actually received any questions, I think, beforehand. Is that still the case, Company Secretary? So I'll take any questions on these particular two resolutions as part of the EGM. If there are any questions on that now, I'll take them. If not, which I don't think there are, I will say thank you. And we'll move on to the polls themselves. We will now proceed to hold the polls on the resolutions proposed today at the Annual General Meeting, which we had, of course, and just that Extraordinary General Meeting I explained a minute ago. I declare the Annual General Meeting reopened for the purpose of taking the poll, okay? Both may be given by registered holders of ordinary shares present here today in person or, indeed, by proxy and entitled to -- obviously, entitled to vote, every such shareholders one vote for every ordinary share held. I will vote on behalf of any of these shareholders who have submitted a valid proxy appointing me, the Chairman, to vote on their behalf. I should also mention that for those shareholders who already have launched a proxy, they do not need to complete a poll card unless they, of course, wish to change their voting intentions. The poll card is on the reverse of the proxy form for your information. I will now ask shareholders present, who wish to complete the polling cards, to complete, sign and deposit them in the ballot boxes in this room. There's somewhere around the corner at the back. Computershare are at the back with the boxes. Should anyone have any questions on poll process, please ask the company secretary or, indeed, a representation from Computershare. The polls will close immediately after the meeting is closed. And the votes cast, we'll verify under the scrutiny, of course, of Computershare. And as normal, these polls will and the resolutions posed at the AGM and EGM will be announced publicly, you can look at these later, but will be publicly announced by the company through the RNS, the Regulatory News Service. And that will be available on the AIB website if you wish to look at that. Can I just sort of bring the formalities of the meeting to a close and thank shareholders once again for their questions, the scrutineer, the Board and the company? Thank you. Can I also thank you all for your interest and, indeed, your shareholding in the company? It's appreciated. And as the Chief Exec outlined, there's lots of exciting things going on next year. We want to press on, try and deliver greater value, even greater value for shareholders and picking up Mr. Burgess' earlier point on the customer -- with real customer focus. So I hope you have a good year that lies ahead for you. And I look forward to seeing you again in 2025 at that AGM. So I now formally, ladies and gentlemen, close the meeting. Thank you.