REG-Mothercare Plc : AGM Statement <Origin Href="QuoteRef">MTC.L</Origin>

MothercareAnnouncement

31/07/2017 16:50

For best results when printing this announcement, please click on link below:
http://pdf.reuters.com/htmlnews/htmlnews.asp?i=43059c3bf0e37541&u=urn:newsml:reuters.com:20170731:nGNE71LsS8


Mothercare plc Annual General Meeting and General Meeting 31 July 2017:
Results

Annual General Meeting

At the annual general meeting held at 11.00am on 31 July 2017, the resolutions
before the meeting were passed on a show of hands.

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

 Resolution                                                                                                                       Votes For (including Discretion)  % of Votes For (including discretion)  Votes Against  % of Votes Against  Votes Withheld*  % of votes withheld  
 1 To receive the annual accounts, directors' report, strategic report, directors' remuneration report and auditors' report                             146,440,291                                  99.31      1,013,572                0.69           11,794                 0.01 
 2 To approve the directors' remuneration report                                                                                                        131,438,419                                  89.16     15,973,700               10.84           53,537                 0.04 
 3 To re-elect Alan Parker as a director                                                                                                                143,339,635                                  98.65      1,964,317                1.35        2,161,704                 1.47 
 4 To re-elect Mark Newton-Jones as a director                                                                                                          147,403,566                                  99.98         28,015                0.02           34,076                 0.02 
 5 To re-elect Richard Smothers as a director                                                                                                           147,403,430                                  99.98         28,151                0.02           34,076                 0.02 
 6 To re-elect Lee Ginsberg as a director                                                                                                               144,479,091                                  98.00      2,952,822                2.00           33,744                 0.02 
 7 To re-elect Richard Rivers as a director                                                                                                             144,352,097                                  97.91      3,080,531                2.09           33,028                 0.02 
 8 To re-elect Nick Wharton as a director                                                                                                               147,407,173                                  99.98         26,265                0.02           32,219                 0.02 
 9 To elect Tea Colaianni as a director                                                                                                                 144,002,325                                  97.67      3,432,291                2.33           31,041                 0.02 
 10 To elect Gillian Kent as a director                                                                                                                 146,402,458                                  99.30      1,033,772                0.70           29,427                 0.02 
 11 To re-appoint Deloitte LLP as auditors of the company                                                                                               145,888,703                                  98.93      1,573,623                1.07            3,321                 0.00 
 12 To authorise the directors to determine the remuneration of the auditors                                                                            147,440,236                                  99.99         20,417                0.01            4,995                 0.00 
 13 Authority for the directors to allot shares                                                                                                         146,361,619                                  99.26      1,094,831                0.74            9,207                 0.01 
 14 To authorise political donations by the company and its subsidiaries                                                                                137,598,518                                  93.35      9,801,267                6.65           65,870                 0.04 
 15 Authority to call a general meeting at 14 days' notice                                                                                              145,043,986                                  98.37      2,401,556                1.63           20,114                 0.01 
 16 Authority for the directors to disapply pre-emption rights on an unrestricted basis                                                                 147,383,548                                  99.96         55,130                0.04           26,979                 0.02 
 17 Authority for the directors to disapply pre-emption rights for the purpose of an acquisition or specified capital investment                        146,330,107                                  99.25      1,108,137                0.75           27,412                 0.02 
 18 Authority to purchase own shares                                                                                                                    146,355,842                                  99.25      1,106,584                0.75            3,230                 0.00 

Resolutions 15 - 18 were Special Resolutions.

General Meeting
At the general meeting held at 11.25am on 31 July 2017, the resolutions before
the meeting were passed on a show of hands.

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

 Resolution                                                                 Votes For (including Discretion)  % of Votes For (including discretion)  Votes Against  % of Votes Against  Votes Withheld*  % of votes withheld  
 1 To approve the new Directors' Remuneration Policy                                              112,201,336                                  76.13     35,176,121               23.87           44,379                 0.03 
 2 To approve the establishment of a long-term value creation plan ("VCP")                        112,077,201                                  76.05     35,293,800               23.95           50,835                 0.03 

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 28 July 2017, the Company's issued share capital and total voting rights
consisted of 170,867,830 ordinary shares each carrying voting rights.  There
are no shares in treasury.  As a result, proxy votes representing
approximately 86% of the voting capital were cast for both the AGM and the
general meeting.

The full text of the resolutions can be found in the Notice of Meeting on the
Company's website, www.mothercareplc.com and for inspection on the National
Storage Mechanism, www.hemscott.com/nsm.do

In accordance with Listing Rule 9.6.2 copies of the resolutions passed, other
than ordinary business, will shortly be submitted to the National Storage
Mechanism, www.hemscott/nsm/do.

Further details: investorrelations@mothercare.com
This announcement is distributed by Nasdaq Corporate Solutions on behalf of
Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for
the content, accuracy and originality of the information contained therein.
Source: Mothercare Plc via Globenewswire