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12 Nov 2025 14:18
AGM StatementMothercare plc Annual General Meeting 12 November 2025: Results
Annual General Meeting
At the annual general meeting held at 11.00am on 12 November 2025, the resolutions before the meeting were passed.
The following proxy votes had been received by the Company in respect of the resolutions:
Resolutions 12 to 14 were Special Resolutions.
| Resolution | Votes For | % | Votes Against | % | Total votes cast (including discretionary) | % ISC | Votes withheld* | |
| 1 | To receive the annual accounts, directors’ report, strategic report, directors’ remuneration report and auditor’s report | 419,112,663 | 100.00 | 9,933 | 0.00 | 419,122,596 | 74.34 | 48,529 |
| 2 | To approve the directors’ remuneration report | 419,036,761 | 99.98 | 103,006 | 0.02 | 419,139,767 | 74.34 | 31,358 |
| 3 | To approve the directors’ remuneration policy | 417,799,817 | 99.68 | 1,358,512 | 0.32 | 419,158,329 | 74.34 | 12,796 |
| 4 | To re-elect Clive Whiley as a director | 419,069,592 | 99.98 | 86,825 | 0.02 | 419,156,417 | 74.34 | 14,708 |
| 5 | To re-elect Andrew Cook as a director | 419,075,942 | 99.98 | 80,951 | 0.02 | 419,156,893 | 74.34 | 14,232 |
| 6 | To re-elect Gillian Kent as a director | 419,108,347 | 99.99 | 29,091 | 0.01 | 419,137,438 | 74.34 | 33,687 |
| 7 | To re-elect Brian Small as a director | 419,108,386 | 99.99 | 29,057 | 0.01 | 419,137,443 | 74.34 | 33,682 |
| 8 | To appoint RPGCC as auditor of the company | 417,852,491 | 99.69 | 1,285,021 | 0.31 | 419,137,512 | 74.34 | 33,613 |
| 9 | Auditors remuneration | 419,113,795 | 99.99 | 25,220 | 0.01 | 419,139,015 | 74.34 | 32,110 |
| 10 | Authority for the directors to allot shares | 419,073,710 | 99.98 | 66,879 | 0.02 | 419,140,589 | 74.34 | 30,536 |
| 11 | To authorise political donations by the company and its subsidiaries | 410,541,670 | 97.94 | 8,619,484 | 2.06 | 419,161,154 | 74.34 | 9,971 |
| 12 | Authority to disapply pre-emption rights | 418,974,153 | 99.97 | 124,288 | 0.03 | 419,098,441 | 74.34 | 72,684 |
| 13 | Authority to further disapply pre-emption rights | 418,996,994 | 99.97 | 124,786 | 0.03 | 419,121,780 | 74.34 | 49,345 |
| 14 | Authority to purchase own shares | 419,122,976 | 99.99 | 47,462 | 0.01 | 419,170,438 | 74.34 | 687 |
Notes * A vote withheld is not a vote in law and is not counted in the calculation of votes ‘for’ and ‘against’ each resolution
As at 10 November 2025, the Company’s issued share capital and total voting rights consisted of 563,836,626 ordinary shares each carrying voting rights. There are no shares in treasury. As a result, proxy votes representing approximately 74% of the voting capital were cast for the AGM.
The full text of the resolutions can be found in the Notice of Meeting on the Company’s website, www.mothercareplc.com.
Further details:
Investor and analyst enquiries to:Mothercare plc Email: investorrelations@mothercare.comClive Whiley, ChairmanAndrew Cook, Chief Financial Officer
Deutsche Numis Tel: 020 7260 1000(NOMAD & Joint Corporate Broker) Luke Bordewich
Cavendish Capital Markets Limited (Joint Corporate Broker) Tel: 020 7220 0500Matt Goode
Media enquiries to: MHP Email: mothercare@mhpgroup.comRachel Farrington Tel: 07739 312199Tim Rowntree
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