Results of Annual General Meeting

For & Discretionary

Against

Total votes cast

Votes Withheld

Resolution

No. of shares

% Votes cast

No. of shares

% Votes cast

1

To receive the Company's Annual Report and Accounts for the financial year ended 31 December 2018 together with the Reports of the Directors and auditor.

315,745,159

100.00

512

0.00

315,745,671

578

2

To approve the Report of the Directors on Remuneration, other than the part containing the Directors' Remuneration Policy, for the financial year ended 31 December 2018.

312,035,014

98.82

3,710,136

1.18

315,745,150

1,099

3

To approve the new Directors' Remuneration Policy, contained in the Report of the Directors on Remuneration, which is intended to apply for up to three years.

280,990,444

98.70

3,710,505

1.30

284,700,949

31,045,300

4

To reappoint David Lowden as a Director.

298,767,798

98.91

3,284,539

1.09

302,052,337

13,693,912

5

To reappoint Paul Taaffe as a Director.

315,745,089

100.00

992

0.00

315,746,081

168

6

To reappoint Neil Jones as a Director.

315,642,967

99.97

103,114

0.03

315,746,081

168

7

To reappoint Andy Boland as a Director.

315,745,893

100.00

188

0.00

315,746,081

168

8

To reappoint Nicky Dulieu as a Director.

312,050,072

98.83

3,696,009

1.17

315,746,081

168

9

To reappoint Pat Billingham as a Director.

315,744,081

100.00

2,000

0.00

315,746,081

168

10

To reappoint Elizabeth McKee Anderson as a Director.

315,744,081

100.00

2,000

0.00

315,746,081

168

11

To reappoint PricewaterhouseCoopers LLP as auditor of the Company.

315,735,819

100.00

8,506

0.00

315,744,325

1,924

12

To authorise the Directors to determine the remuneration of the auditor.

315,745,089

100.00

992

0.00

315,746,081

168

13

In respect of the year ended 31 December 2018, to declare a final dividend of 1.6 pence per ordinary share.

315,746,206

100.00

0

0.00

315,746,206

43

14

To authorise the Company to make political donations up to a maximum aggregate amount of £75,000.

314,200,984

99.51

1,543,001

0.49

315,743,985

2,514

15

To authorise the Directors to allot shares.

315,683,681

99.98

62,389

0.02

315,746,070

179

16

To authorise the Directors to disapply pre-emption rights in connection with the allotment of equity securities. *

315,714,327

99.99

28,122

0.01

315,742,449

3,800

17

To authorise the Directors to disapply pre-emption rights in connection with the allotment of equity securities for the purposes of financing an acquisition or other capital investment. *

315,681,633

99.98

60,860

0.02

315,742,493

3,756

18

To authorise the Company to make market purchases of its own shares. *

314,511,273

99.99

26,197

0.01

314,537,470

1,924

19

To authorise the Company to call general meetings (other than Annual General Meetings) on 14 days' notice. *

314,200,041

99.52

1,513,427

0.48

315,713,468

32,781

20

To approve the increase in the aggregate sum that may be paid as non-executive directors' fees per annum, as set out in the Company's Articles of Association, from £500,000 to £700,000.

314,145,602

99.51

1,542,662

0.49

315,688,264

57,985

*Special Resolution

NOTES:

1. A vote withheld is not a vote in law and is not counted in the calculation of the votes 'For' and 'Against' a resolution.2. Total number of ordinary shares in issue as at today's date is 349,557,070. The Company holds nil ordinary shares in treasury. Therefore, the total number of issued shares with voting rights in the Company is currently 349,557,070.