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Result of AGM

12th May 2017 10:00

MONDI PLC - Result of AGM

PR Newswire

London, May 12

Mondi Limited

(Incorporated in the Republic of South Africa)

(Registration number: 1967/013038/06)

JSE share code: MND ISIN: ZAE000156550

Mondi plc

(Incorporated in England and Wales)

(Registered number: 6209386)

LEI: 213800LOZA69QFDC9N34

JSE share code: MNP ISIN: GB00B1CRLC47

LSE share code: MNDI

12 May 2017

Annual General Meetings – Mondi Limited and Mondi plc

As part of the dual listed company structure, Mondi Limited and Mondi plc notify both the JSE Limited and the London Stock Exchange of matters required to be disclosed under the Listings Requirements of the JSE Limited and/or the Disclosure Guidance and Transparency and Listing Rules of the United Kingdom Listing Authority. To comply with the requirements in Articles 7 and 9 of the regulatory technical standards of the Transparency Directive (2004/109/EC), this announcement is classified as additional regulated information required to be disclosed under the laws of a Member State.

The Annual General Meetings of Mondi Limited and Mondi plc were both held on 11 May 2017. As required by the dual listed company structure, all resolutions were treated as Joint Electorate Actions and were decided on a poll. All resolutions at both meetings were passed. The voting results of the Joint Electorate Actions are identical and are given below. Overall in excess of 76% of the total Group shares were voted.

At the conclusion of the Annual General Meetings, David Hathorn retired as a director of Mondi Limited and Mondi plc and as Group Chief Executive Officer. The information required to be disclosed in accordance with section 430(2B) of the UK Companies Act 2006 will be available shortly on the Mondi Group website at www.mondigroup.com.

Resolution	Votes For	%	Votes Against	%	Votes Total	Votes Withheld

Common Business: Mondi Limited and Mondi plc

1. To elect Tanya Fratto as a director	370,045,279	99.81	704,508	0.19	370,749,787	344,616
2. To re-elect Stephen Harris as a director	369,458,795	99.65	1,291,218	0.35	370,750,013	344,390
3. To re-elect Andrew King as a director	366,397,399	98.83	4,352,888	1.17	370,750,287	344,116
4. To re-elect John Nicholas as a director	365,785,908	98.66	4,964,105	1.34	370,750,013	344,390
5. To re-elect Peter Oswald as a director	368,697,561	99.45	2,052,626	0.55	370,750,187	344,216
6. To re-elect Fred Phaswana as a director	366,375,415	98.82	4,375,279	1.18	370,750,694	343,709
7. To re-elect Dominique Reiniche as a director	367,104,763	99.02	3,644,750	0.98	370,749,513	344,890
8. To re-elect David Williams as a director	361,722,243	97.57	9,009,607	2.43	370,731,850	362,553
9. To elect Tanya Fratto as a member of the DLC audit committee	369,368,172	99.63	1,380,348	0.37	370,748,520	345,883
10. To elect Stephen Harris as a member of the DLC audit committee	369,325,044	99.62	1,423,202	0.38	370,748,246	346,157
11. To elect John Nicholas as a member of the DLC audit committee	368,629,679	99.43	2,118,567	0.57	370,748,246	346,157

Mondi Limited Business

12. To receive the audited financial statements	369,114,634	99.66	1,274,002	0.34	370,388,636	704,967
13. To endorse the remuneration policy	350,978,897	95.09	18,136,071	4.91	369,114,968	1,978,635
14. To authorise a maximum increase of 2.1% in non-executive director fees*	370,597,620	99.96	143,150	0.04	370,740,770	352,833
15. To declare a final dividend	370,711,551	99.99	43,421	0.01	370,754,972	338,631
16. To appoint the auditors	370,688,841	99.98	58,557	0.02	370,747,398	346,205
17. To authorise the DLC audit committee to determine the auditors’ remuneration	370,735,001	100.00	1,969	0.00	370,736,970	356,633
18. To authorise the directors to provide direct or indirect financial assistance*	365,188,632	99.05	3,497,310	0.95	368,685,942	2,407,661
19. To place 5% of the issued ordinary shares of Mondi Limited under the control of the directors of Mondi Limited	334,339,153	90.18	36,409,855	9.82	370,749,008	344,595
20. To place 5% of the issued special converting shares of Mondi Limited under the control of the directors of Mondi Limited	337,599,877	91.06	33,149,006	8.94	370,748,883	344,720
21. To authorise the directors to allot and issue ordinary shares of Mondi Limited for cash‡	336,816,116	90.85	33,934,103	9.15	370,750,219	343,384
22. To authorise Mondi Limited to purchase its own shares*	363,617,840	98.46	5,672,376	1.54	369,290,216	1,803,387

Mondi plc Business

23. To receive the report and accounts	370,290,080	99.98	79,169	0.02	370,369,249	725,154
24. To approve the remuneration policy	350,932,350	95.57	16,263,381	4.43	367,195,731	3,898,672
25. To approve the remuneration report (other than the policy)	362,028,426	98.92	3,967,572	1.08	365,995,998	5,098,405
26. To declare a final dividend	370,711,620	99.99	43,421	0.01	370,755,041	339,362
27. To appoint the auditors	370,689,183	99.98	62,636	0.02	370,751,819	342,584
28. To authorise the DLC audit committee to determine the auditors’ remuneration	370,733,489	100.00	2,012	0.00	370,735,501	358,902
29. To authorise the directors to allot relevant securities	337,818,091	91.12	32,925,926	8.88	370,744,017	350,386
30. To authorise the directors to disapply pre-emption rights*	336,275,295	90.70	34,471,482	9.30	370,746,777	347,626
31. To authorise Mondi plc to purchase its own shares*	365,805,338	98.73	4,711,061	1.27	370,516,399	578,004

* Special Resolutions

‡ 75% votes in favour required pursuant to the Listings Requirements of the JSE Limited.

Philip Laubscher Jenny Hampshire

Company Secretary Company Secretary

Mondi Limited Mondi plc

Sponsor in South Africa: UBS South Africa (Pty) Ltd

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