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Annual General Meeting
Mondi plc
Incorporated in England and Wales
Registered number: 6209386
LEI: 213800LOZA69QFDC9N34
LSE share code: MNDI ISIN: GB00BMWC6P49
JSE share code: MNP
8 May 2025
Annual General Meeting
The Annual General Meeting (AGM) of Mondi plc was held earlier today.
All resolutions were passed by shareholders by way of a poll and all valid proxy votes were included in the poll. The
Company's issued share capital on 6 May 2025 (the voting record date) was 441,412,530 ordinary shares of €0.22 each.
Overall approximately 81% of shares were voted. The total number of votes received on each resolution is as follows:
Resolution Votes % Votes % Votes % of ISC Votes Withheld
For Against Total Voted **
1. To receive the report and accounts 357,824,789 100.00 4,452 0.00 357,829,241 81.06% 903,719
2. To approve the remuneration report 314,207,345 87.66 44,251,368 12.34 358,458,713 81.21% 274,246
(other than the policy)
3. To declare a final dividend 355,206,580 99.09 3,267,142 0.91 358,473,722 81.21% 259,238
4. To elect Sucheta Govil as a director 358,319,325 99.96 147,057 0.04 358,466,382 81.21% 266,578
5. To re-elect Svein Richard 356,786,343 99.53 1,679,870 0.47 358,466,213 81.21% 266,747
Brandtzaeg as a director
6. To re-elect Sue Clark as a director 357,373,746 99.70 1,091,646 0.30 358,465,392 81.21% 307,568
7. To re-elect Anke Groth as a director 358,454,664 100.00 11,426 0.00 358,466,090 81.21% 266,870
8. To re-elect Andrew King as a director 358,457,856 100.00 7,731 0.00 358,465,587 81.21% 267,373
9. To re-elect Saki Macozoma as a 354,190,606 98.81 4,274,762 1.19 358,465,368 81.21% 267,592
director
10. To re-elect Mike Powell as a 358,250,916 99.94 214,759 0.06 358,465,675 81.21% 267,285
director
11. To re-elect Dame Angela Strank as 358,433,203 99.99 33,656 0.01 358,466,859 81.21% 266,101
a director
12. To re-elect Philip Yea as a director 355,584,380 99.20 2,882,110 0.80 358,466,490 81.21% 266,470
13. To re-elect Stephen Young as a 357,922,998 99.85 543,492 0.15 358,466,490 81.21% 266,470
director
14. To appoint the auditors 357,501,819 99.96 133,092 0.04 357,634,911 81.02% 1,098,049
15. To authorise the audit committee to 358,444,327 99.99 22,814 0.01 358,467,141 81.21% 265,819
determine the auditors' remuneration
16. To approve the Mondi plc Long- 351,702,807 98.11 6,759,997 1.89 358,462,804 81.21% 270,156
Term Incentive Plan 2025
17. To approve the Mondi plc Bonus 354,716,835 98.95 3,747,274 1.05 358,464,109 81.21% 268,851
Share Plan 2025
18. To authorise the directors to allot 320,802,560 89.49 37,668,218 10.51 358,470,778 81.21% 262,182
relevant securities
19. To authorise the directors to 281,254,315 78.46 77,217,173 21.54 358,471,488 81.21% 261,472
disapply pre-emption rights*
20. To authorise Mondi plc 320,075,162 89.30 38,368,680 10.70 358,443,842 81.20% 289,118
to purchase its own shares*
21. To authorise general 302,942,068 84.51 55,530,238 15.49 358,472,306 81.21% 260,654
meetings to be held on 14
days' notice*
* Special Resolutions
** A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes for or against a resolution.
The Board notes that although Resolution 19 (Disapplication of pre-emption rights) was passed and approved by the majority of shareholders,
slightly more than 20% of the votes were cast against the Board's recommendation on the resolution. The resolution follows the relevant
provisions of the Pre-Emption Group's Statement of Principles for the disapplication of pre-emption rights and reflects UK listed company
market practice. Directors were not seeking the maximum authority permitted by the Pre-Emption Group's Statement of Principles, but rather,
at a level that is consistent with the approach taken in recent years and which would provide the Directors with a degree of flexibility. The Board
is mindful of the views expressed by a number of its South African shareholders. We will engage with relevant shareholders in accordance with
the UK Corporate Governance Code and will provide an update within six months of the Annual General Meeting.
In accordance with UK Listing Rule 6.4.2R, resolutions 16 and 17 constitute special business and have therefore been uploaded to the National
Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Jenny Hampshire
Company Secretary
Mondi plc
About Mondi
Mondi is a global leader in packaging and paper, contributing to a better world by producing products that are sustainable by design. We
employ 24,000 people in more than 30 countries and operate an integrated business with expertise spanning the entire value chain, enabling
us to offer our customers a broad range of innovative solutions for consumer and industrial end-use applications. Sustainability is at the centre
of our strategy, with our ambitious commitments to 2030 focused on circular driven solutions, created by empowered people, taking action on
climate.
In 2024, Mondi had revenues of €7.4 billion and underlying EBITDA of €1.0 billion. Mondi is listed on the London Stock Exchange in the ESCC
category (MNDI), where the Group is a FTSE100 constituent. It also has a secondary listing on the JSE Limited (MNP).
mondigroup.com
Sponsor in South Africa: Merrill Lynch South Africa Proprietary Limited t/a BofA Securities.
Date: 08-05-2025 04:50:00
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