AGM Statement

Resolutions

Votes For

Votes Against

Votes Total

Issued Share Capital Voted

Votes Withheld

Number

%

Number

%

Number

%

Number

1.

To receive the Accounts, the Directors' Report (including the Strategic Report) and the Auditor's Report for the period ended 30 April 2016

888,356,018

99.63

3,299,253

0.37

891,655,271

77.44

255,490

2.

To approve the Directors' Annual Remuneration Report

835,264,767

94.28

50,721,166

5.72

885,985,933

76.94

5,925,578

3.

To approve the Directors' Remuneration Policy

880,154,462

98.86

10,177,401

1.14

890,331,863

77.32

1,579,648

4.

To declare a final dividend of 6.50p per ordinary share

891,846,768

100.00

5,103

0.00

891,851,871

77.45

59,640

5.

To elect Tony DeNunzio CBE as a director

891,512,237

99.97

303,770

0.03

891,816,007

77.45

95,504

6.

To elect Lord Livingston of Parkhead as a director

890,351,488

99.84

1,462,022

0.16

891,813,510

77.45

98,001

7.

To re-elect Katie Bickerstaffe as a director

885,129,618

99.25

6,701,008

0.75

891,830,626

77.45

80,885

8.

To re-elect Sir Charles Dunstone as a director

711,033,798

94.68

39,931,661

5.32

750,965,459

65.22

140,946,052

9.

To re-elect Andrea Gisle Joosen as a director

888,615,165

99.64

3,219,074

0.36

891,834,239

77.45

77,272

10.

To re-elect Andrew Harrison as a director

885,231,831

99.26

6,599,999

0.74

891,831,830

77.45

79,681

11.

To re-elect Tim How as a director

890,270,360

99.82

1,561,037

0.18

891,831,397

77.45

80,114

12.

To re-elect Sebastian James as a director

885,858,884

99.33

5,973,794

0.67

891,832,678

77.45

78,833

13.

To re-elect Jock Lennox as a director

878,685,180

98.57

12,788,477

1.43

891,473,657

77.42

437,854

14.

To re-elect Baroness Morgan of Huyton as a director

872,282,236

97.87

18,989,657

2.13

891,271,893

77.40

639,618

15.

To re-elect Gerry Murphy as a director

877,274,609

98.37

14,559,375

1.63

891,833,984

77.45

77,527

16.

To re-elect Humphrey Singer as a director

884,917,304

99.22

6,917,981

0.78

891,835,285

77.45

76,226

17.

To re-elect Graham Stapleton as a director

885,177,510

99.25

6,661,184

0.75

891,838,694

77.45

72,817

18.

To re-appoint Deloitte LLP as auditor of the Company

839,751,635

99.73

2,292,914

0.27

842,044,549

73.13

49,866,712

19.

Authority for the Directors to determine the auditor's remuneration

882,364,512

99.96

380,541

0.04

882,745,053

76.66

9,166,458

20.

Authority for political donations not exceeding £25,000 in total

888,555,965

99.64

3,232,663

0.36

891,788,628

77.45

122,883

21.

Approval of the Long Term Incentive Plan 2016

878,422,918

99.20

7,119,656

0.80

885,542,574

76.91

6,368,187

22.

Authority to allot shares

891,100,278

99.92

729,897

0.08

891,830,175

77.45

81,336

23.

Authority to dis-apply pre-emption rights *

891,568,638

99.97

250,005

0.03

891,818,643

77.45

92,868

24.

Authority for the Company to make purchases of ordinary shares *

883,062,609

99.02

8,762,476

0.98

891,825,085

77.45

86,426

25.

Authority to call general meetings at short notice *

856,353,890

96.02

35,483,066

3.98

891,836,956

77.45

74,555