AGM Statement

Mothercare

12/11/2025 14:18

Mothercare plc Annual General Meeting 12 November 2025: Results

Annual General Meeting

At the annual general meeting held at 11.00am on 12 November 2025, the resolutions before the meeting were passed.

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

Resolutions 12 to 14 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
419,112,663
100.00
9,933
0.00
419,122,596
74.34
48,529
2
To approve the directors’ remuneration report 
419,036,761
99.98
103,006
0.02
419,139,767
74.34
31,358
3
To approve the directors’ remuneration policy
417,799,817
99.68
1,358,512
0.32
419,158,329
74.34
12,796
4
To re-elect Clive Whiley as a director
419,069,592
99.98
86,825
0.02
419,156,417
74.34
14,708
5
To re-elect Andrew Cook as a director
419,075,942
99.98
80,951
0.02
419,156,893
74.34
14,232
6
To re-elect Gillian Kent as a director
419,108,347
99.99
29,091
0.01
419,137,438
74.34
33,687
7
To re-elect Brian Small as a director
419,108,386
99.99
29,057
0.01
419,137,443
74.34
33,682
8
To appoint RPGCC as auditor of the company
417,852,491
99.69
1,285,021
0.31
419,137,512
74.34
33,613
9
Auditors remuneration
419,113,795
99.99
25,220
0.01
419,139,015
74.34
32,110
10
Authority for the directors to allot shares
419,073,710
99.98
66,879
0.02
419,140,589
74.34
30,536
11
To authorise political donations by the company and its subsidiaries
410,541,670
97.94
8,619,484
2.06
419,161,154
74.34
9,971
12
Authority to disapply pre-emption rights
418,974,153
99.97
124,288
0.03
419,098,441
74.34
72,684
13
Authority to further disapply pre-emption rights 
418,996,994
99.97
124,786
0.03
419,121,780
74.34
49,345
14 
Authority to purchase own shares
419,122,976
99.99
47,462
0.01
419,170,438
74.34
687

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 10 November 2025, 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 74% 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.

Further details:        

Investor and analyst enquiries to:
Mothercare plc                                Email: investorrelations@mothercare.com
Clive Whiley, Chairman
Andrew Cook, Chief Financial Officer

Deutsche Numis                        Tel: 020 7260 1000
(NOMAD & Joint Corporate Broker)         
Luke Bordewich

Cavendish Capital Markets Limited
(Joint Corporate Broker)                Tel: 020 7220 0500
Matt Goode

Media enquiries to:
MHP                                         Email: mothercare@mhpgroup.com
Rachel Farrington                        Tel: 07739 312199
Tim Rowntree