Result of AGM

MARKS AND SPENCER GROUP PLC - AGM - 08 JULY 2014 - POLL RESULT

Resolution

For (see note 2)

Against (see note 2)

Number of votes Withheld (See note 3)

Total Capital Instructed

No. of shares

%

No. of shares

%

1

Receive Annual Reports and Accounts

1,037,685,053

99.99

150,116

0.01

1,581,017

63.59%

2

Approve the Remuneration report

1,022,785,815

99.18

8,489,388

0.82

8,102,103

63.59%

3

Approve the Remuneration Policy

1,012,469,256

98.27

17,840,854

1.73

9,040,797

63.59%

4

Declare final dividend

1,037,544,001

99.99

149,544

0.01

1,497,842

63.58%

5

Elect Alison Brittain

1,020,434,198

98.37

16,914,787

1.63

1,948,787

63.58%

6

Re-elect Vindi Banga

1,034,196,831

99.69

3,197,374

0.31

1,979,152

63.59%

7

Re-elect Marc Bolland

995,852,447

96.00

41,519,614

4.00

1,924,158

63.58%

8

Re-elect Patrick Bousquet-Chavanne

1,032,144,615

99.50

5,171,504

0.50

1,962,460

63.58%

9

Re-elect Miranda Curtis

995,147,982

95.92

42,282,044

4.08

1,890,879

63.58%

10

Re-elect John Dixon

1,032,564,257

99.53

4,857,794

0.47

1,919,749

63.58%

11

Re-elect Martha Lane Fox

1,021,294,136

98.45

16,114,465

1.55

1,881,555

63.58%

12

Re-elect Andy Halford

1,021,557,032

98.48

15,796,944

1.52

1,908,601

63.58%

13

Re-elect Jan du Plessis

1,021,278,401

98.46

15,986,494

1.54

2,008,368

63.58%

14

Re-elect Steve Rowe

1,032,580,468

99.55

4,709,186

0.45

1,901,171

63.58%

15

Re-elect Alan Stewart

1,033,324,673

99.62

3,974,645

0.38

1,938,483

63.58%

16

Re-elect Robert Swannell

1,032,940,363

99.57

4,448,490

0.43

1,912,333

63.58%

17

Re-elect Laura Wade-Gery

1,026,391,903

99.53

4,893,083

0.47

7,985,137

63.58%

18

Appoint Deloitte LLP as audtiors

981,479,156

95.16

49,950,675

4.84

7,831,602

63.58%

19

Authorise Audit Committee to determine auditors' remuneration

987,501,565

95.18

50,021,781

4.82

1,773,392

63.58%

20

Authorise allotment of shares

894,617,687

89.30

107,233,810

10.70

1,889,564

61.41%

21

Disapply pre-emption rights*

1,030,115,625

99.82

1,860,373

0.18

7,321,222

63.58%

22

Authorise purchase of own shares*

1,035,143,081

99.78

2,301,785

0.22

1,905,148

63.59%

23

Call general meetings on 14 days notice*

884,197,040

88.25

117,749,407

11.75

1,792,684

61.41%

24

Authorise the Company, and its subsidiaries, to make political donations

971,709,713

93.73

65,001,796

6.27

2,608,078

63.58%

* Special Resolution

NOTES: 1 All resolutions were passed.2 Votes "For" and "Against" are expressed as a percentage of votes received. 3 A "Vote withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.4 Total number of shares in issue at 6pm on 4 July 2014 = 1,634,579,483 shares. 63.59% of voting capital was instructed.