Just Group Regulatory News (JUST)

Resolutions

For

Against

No. of votes Withheld

Ordinary Resolutions:

No. of votes

% of votes

No. of votes

% of votes

1.

To receive 2017 Annual Report and Accounts.

767,555,793

99.97

235,001

0.03

16,141,938

2.

To approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 31 December 2017.

687,843,979

95.08

35,616,312

4.92

60,472,441

3.

To declare a final dividend of 2.55 pence per ordinary share in respect of the year ended 31 December 2017.

783,783,310

100.00

2

0.00

149,420

4.

To re-elect Chris Gibson-Smith as a Director of the Company.

709,670,564

97.17

20,682,642

2.83

53,579,526

5.

To re-elect Paul Bishop as a Director of the Company.

780,497,311

99.56

3,428,811

0.44

6,611

6.

To re-elect Rodney Cook as a Director of the Company.

783,042,175

99.89

889,020

0.11

1,538

7.

To re-elect Ian Cormack as a Director of the Company.

747,263,100

95.35

36,457,969

4.65

211,664

8.

To re-elect Michael Deakin as a Director of the Company.

782,873,269

99.87

1,057,926

0.13

1,538

9.

To re-elect Steve Melcher as a Director of the Company.

773,776,268

98.70

10,154,926

1.30

1,538

10.

To re-elect Keith Nicholson as a Director of the Company.

773,578,642

98.69

10,256,695

1.31

97,395

11.

To re-elect David Richardson as a Director of the Company.

782,794,379

99.87

1,040,959

0.13

97,395

12.

To re-elect Clare Spottiswoode as a Director of the Company.

782,235,209

99.81

1,492,471

0.19

205,053

13.

To re-elect Simon Thomas as a Director of the Company.

782,622,220

99.83

1,308,975

0.17

1,538

14.

To appoint KPMG LLP as the Company's Auditor until the conclusion of the next general meeting at which accounts are laid.

774,655,555

98.82

9,275,973

1.18

1,204

15.

To authorise the Audit Committee to determine the remuneration of the Auditor.

783,839,147

99.99

92,612

0.01

974

16.

To renew the authority of the Directors to exercise all the powers of the Company to make political donations.

766,854,259

98.96

8,060,810

1.04

9,017,663

17.

To renew the authority of the Directors to exercise all the powers of the Company to allot shares.

729,110,046

93.01

54,819,493

6.99

3,194

Special ResolutionS:

18.

To renew the authority of the Directors to exercise the powers of the Company to disapply pre-emption rights.

783,917,062

100.00

9,072

0.00

6,599

19.

To grant additional power to the Directors to exercise all the powers of the Company to disapply pre-emption rights.

720,659,870

91.93

63,271,336

8.07

1,526

20.

To renew the authority of the Directors to exercise all the powers of the Company to purchase Company shares.

774,825,547

98.85

9,013,756

1.15

93,429

21.

To approve the calling of General Meetings on not less than 14 clear days' notice.

773,464,957

98.67

10,465,054

1.33

2,722

FOR

AGAINST

WITHHELD

ORDINARY RESOLUTIONS:

NO. OF VOTES

% OF VOTES

NO. OF VOTES

% OF VOTES

NO. OF VOTES

4.

To re-elect Chris Gibson-Smith as a Director of the Company.

709,670,564

97.17

20,682,642

2.83

53,579,526

5.

To re-elect Paul Bishop as a Director of the Company.

780,497,311

99.56

3,428,811

0.44

6,611

7.

To re-elect Ian Cormack as a Director of the Company.

747,263,100

95.35

36,457,969

4.65

211,664

8.

To re-elect Michael Deakin as a Director of the Company.

782,873,269

99.87

1,057,926

0.13

1,538

9.

To re-elect Steve Melcher as a Director of the Company.

773,776,268

98.70

10,154,926

1.30

1,538

10.

To re-elect Keith Nicholson as a Director of the Company.

773,578,642

98.69

10,256,695

1.31

97,395

12.

To re-elect Clare Spottiswoode as a Director of the Company.

782,235,209

99.81

1,492,471

0.19

205,053