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AGM results and directorate change

In This Article:

Mothercare plc Annual General Meeting 19 November 2024: Results

Annual General Meeting

At the annual general meeting held at 11.00am on 19 November 2024, the resolutions before the meeting were passed.

The following proxy votes had been received by the Company in respect of the resolutions:

Resolutions 11 to 13 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

429,307,140

99.99

63,312

0.01

429,370,452

76.15

15,993

2

To approve the directors’ remuneration report

429,227,087

99.97

134,654

0.03

429,361,741

76.15

24,704

3

To re-elect Clive Whiley as a director

429,253,933

99.97

108,706

0.03

429,362,639

76.15

23,806

4

To re-elect Andrew Cook as a director

429,242,222

99.97

107,979

0.03

429,350,201

76.15

36,244

5

To re-elect Gillian Kent as a director

429,279,927

99.98

75,126

0.02

429,355,053

76.15

31,392

6

To re-elect Brian Small as a director

429,300,876

99.98

79,644

0.02

429,380,520

76.15

5,925

7

To re-appoint auditors

429,249,295

99.97

116,750

0.03

429,366,045

76.15

20,400

8

Auditors remuneration

429,286,413

99.98

77,017

0.02

429,363,430

76.15

23,015

9

Authority for the directors to allot shares

429,242,519

99.97

107,951

0.03

429,350,470

76.15

35,975

10

To authorise political donations by the company and its subsidiaries

420,871,076

98.02

8,515,020

1.98

429,386,096

76.15

349

11

Authority to disapply pre-emption rights

429,277,358

99.98

106,925

0.02

429,384,283

76.15

2,162

12

Authority to further disapply pre-emption rights

429,247,608

99.97

136,217

0.03

429,383,825

76.15

2,620

13

Authority to purchase own shares

429,268,925

99.97

116,145

0.03

429,385,070

76.15

1,375

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 15 November 2024, 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 76% 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.

Board change
Upon Clive Whiley’s appointment as Chairman, Mark Newton Jones agreed to return to the Board as a Non-Executive Director to lend his support to the Transformation Plan and subsequently the actions necessary to combat the impact of the pandemic and the Ukraine conflict on the business. Accordingly, following creation of the new India joint venture and coterminous refinancing, Mark had indicated his intention to stand down from the Board at today’s AGM and has now resigned as a director.