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Report on Mitchells & Butlers AGM

25th January 2022

The Mitchells and Butlers AGM was held on 25 January 2022. The meeting took the form of a hybrid meeting, with both physical attendance allowed, and virtual attendance possible via the Lumi platform. I attended the meeting virtually.

The meeting commenced at 9:00am and the chairman expressed disappointment that only three shareholders were present in the room. His disappointment was surprising, since the company had gone to great lengths to discourage attendance, by having an early start, offering no refreshments, and making it clear that there would be no opportunity to speak to directors after the meeting.

The chairman announced that any written questions submitted in advance of the meeting had been responded to, although he gave no details of the questions or answers.

In answer to questions raised from the floor, the company confirmed that:

  • there would be no dividend paid for at least 2 years, with the priority being payments into the pension fund and investment into the pub estate,
  • there are no plans for a rights issue,
  • and the company is not considering selling any of the brands, believing that a balanced portfolio targeting a range of market segments provides the best balance of risk and reward, as market conditions change.

The meeting concluded around 9:15am.

When the results of the voting were announced following the meeting, it was clear that there had again been a significant shareholder rebellion against a number of the proposals, particularly regarding the re-election of certain directors and the approval of director remuneration.

The issue is that corporate governance best practice requires that the majority of directors are independent, and the majority of the current directors are nominated by the majority shareholder, meaning they are not independent.

While the total votes cast secured their reappointment, a majority of independent shareholders (including CMIC), voted against.

Ian Brindley – CMIC Committee Member