Result of AGM

MARKS AND SPENCER GROUP PLC - AGM - 07 JULY 2015 - POLL RESULT

For (see note 2)

Against (see note 2)

Number of votes Withheld (See note 3)

Total Capital Instructed

Resolution

No. of shares

%

No. of shares

%

1

Receive Annual Reports and Accounts

1,020,894,247

99.94

602,739

0.06

2,394,836

62.09%

2

Approve the Remuneration report

999,791,106

99.07

9,400,794

0.93

14,741,053

62.09%

3

Declare final dividend

1,017,794,671

99.99

69,101

0.01

6,058,784

62.09%

4

Elect Helen Weir

1,007,788,324

98.68

13,461,755

1.32

2,663,872

62.09%

5

Elect Richard Solomons

1,020,271,704

99.93

701,893

0.07

2,670,500

62.07%

6

Re-elect Vindi Banga

1,017,060,304

99.61

3,979,217

0.39

2,669,528

62.08%

7

Re-elect Alison Brittain

1,018,331,027

99.73

2,778,833

0.27

2,608,558

62.08%

8

Re-elect Marc Bolland

959,313,413

93.95

61,796,107

6.05

2,608,456

62.08%

9

Re-elect Patrick Bousquet-Chavanne

1,008,992,126

98.81

12,164,738

1.19

2,671,234

62.08%

10

Re-elect Miranda Curtis

1,017,529,699

99.63

3,743,040

0.37

2,582,697

62.09%

11

Re-elect John Dixon

1,009,110,351

98.83

11,896,244

1.17

2,633,093

62.07%

12

Re-elect Martha Lane Fox

1,017,462,195

99.62

3,862,719

0.38

2,590,130

62.09%

13

Re-elect Andy Halford

1,018,475,529

99.73

2,732,633

0.27

2,636,146

62.09%

14

Re-elect Steve Rowe

1,009,209,254

98.84

11,857,433

1.16

2,601,951

62.08%

15

Re-elect Robert Swannell

1,015,214,775

99.41

6,057,068

0.59

2,620,900

62.09%

16

Re-elect Laura Wade-Gery

1,009,272,341

98.82

12,014,329

1.18

2,628,651

62.09%

17

Re-appoint Deloitte LLP as audtiors

1,004,066,376

99.39

6,141,632

0.61

13,761,026

62.09%

18

Authorise Audit Committee to determine auditors' remuneration

1,009,939,888

99.47

5,416,416

0.53

8,712,477

62.10%

19

Authorise allotment of shares

872,270,729

89.00

107,803,447

11.00

3,917,289

59.67%

20

Disapply pre-emption rights*

1,011,254,792

99.53

4,825,912

0.47

7,840,126

62.09%

21

Authorise purchase of own shares*

1,018,390,022

99.72

2,835,485

0.28

2,730,544

62.09%

22

Call general meetings on 14 days notice*

876,820,686

89.34

104,648,009

10.66

2,538,691

59.67%

23

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

967,506,246

94.80

53,078,235

5.20

3,359,615

62.09%

24

Introduce a new Performance Share Plan

993,189,266

97.97

20,572,593

2.03

10,042,615

62.08%

25

Introduce a new Executive Share Option Plan

978,771,734

95.94

41,398,007

4.06

3,810,085

62.09%

* Special Resoution

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 3 July 2015 = 1,649,079,759 shares. 62.10% of voting capital was instructed.