Rolls-Royce Regulatory News (RR.)

Annual General Meeting

The poll results on all 23 resolutions at the Annual General Meeting were as follows:

Ordinary Resolutions

For

Against

Total Votes (Excluding Votes Withheld)

Votes Withheld

%For

Resolution 1

Company's accounts and the reports of the Directors and the auditor

1,405,519,329

6,974,821

1,412,494,150

22,036,554

99.51

Resolution 2

Directors' remuneration policy

1,380,264,437

46,667,350

1,426,931,787

7,597,751

96.73

Resolution 3

Directors remuneration report

1,424,182,299

9,155,974

1,433,338,273

1,192,855

99.36

Resolution 4

Re-elect Sir Ian Davis

1,432,536,761

1,710,671

1,434,247,432

286,063

99.88

Resolution 5

Re-elect Warren East CBE

1,432,654,045

1,356,196

1,434,010,241

524,873

99.91

Resolution 6

Re-elect Stephen Daintith

1,428,155,447

5,656,491

1,433,811,938

723,111

99.61

Resolution 7

Re-elect Lewis Booth CBE

1,424,588,000

9,511,389

1,434,099,389

435,334

99.34

Resolution 8

Re-elect Sir Frank Chapman

1,431,636,782

1,747,251

1,433,384,033

1,150,582

99.88

Resolution 9

Elect George Culmer

1,432,260,046

1,753,298

1,434,013,344

521,626

99.88

Resolution 10

Re-elect Irene Dorner

1,432,318,616

1,771,937

1,434,090,553

443,218

99.88

Resolution 11

Re-elect Beverly Goulet

1,432,614,701

1,499,220

1,434,113,921

421,232

99.90

Resolution 12

Re-elect Lee Hsien Yang

1,432,681,825

1,416,002

1,434,097,827

437,261

99.90

Resolution 13

Re-elect Nick Luff

1,432,619,734

1,483,139

1,434,102,873

430,503

99.90

Resolution 14

Re-elect Sir Kevin Smith CBE

1,432,669,901

1,469,396

1,434,139,297

395,344

99.90

Resolution 15

Re-elect Jasmin Staiblin

1,424,868,581

8,934,899

1,433,803,480

731,296

99.38

Resolution 16

Elect Dame Angela Strank

1,395,059,204

38,761,818

1,433,821,022

714,107

97.30

Resolution 17

Re-appoint PricewaterhouseCoopers LLP (PwC)

1,433,692,606

455,690

1,434,148,296

379,141

99.97

Resolution 18

Auditor's remuneration

1,433,835,498

288,782

1,434,124,280

410,074

99.98

Resolution 19

Payment to shareholders

1,427,541,101

2,187,931

1,429,729,032

4,801,600

99.85

Resolution 20

Political Donations

1,410,876,425

20,171,173

1,431,047,598

3,470,604

98.59

Resolution 21

Authorise Directors to allot shares

1,255,626,903

178,218,105

1,433,845,008

689,183

87.57

Special Resolutions

For

Against

Total Votes (Excluding Votes Withheld)

Votes Withheld

%For

Resolution 22

Disapplication of pre-emption rights

1,417,169,624

16,527,776

1,433,697,400

833,091

98.85

Resolution 23

Authority to purchase own shares

1,420,854,779

9,403,938

1,430,258,717

4,276,483

99.34

General Meeting

The poll result on the resolution at the General Meeting was as follows:

Special Resolution

For

Against

Total Votes (Excluding Votes Withheld)

Votes Withheld

%For

Resolution 1

Change to the Company's borrowing powers

1,424,204,147

7,166,610

1,431,370,757

236,403

99.50