AGM results and directorate change

Released : 19 11 2024 01:06:00

AGM results and directorate change

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.

 ResolutionVotes For%Votes Against%


Total votes cast (including discretionary)
% ISCVotes withheld*
1To receive the annual accounts, directors’ report, strategic report, directors’ remuneration report and auditor’s report429,307,14099.9963,3120.01429,370,45276.1515,993
2To approve the directors’ remuneration report 429,227,08799.97134,6540.03429,361,74176.1524,704
3To re-elect Clive Whiley as a director429,253,93399.97108,7060.03429,362,63976.1523,806
4To re-elect Andrew Cook as a director429,242,22299.97107,9790.03429,350,20176.1536,244
5To re-elect Gillian Kent as a director429,279,92799.9875,1260.02429,355,05376.1531,392
6To re-elect Brian Small as a director429,300,87699.9879,6440.02429,380,52076.155,925
7To re-appoint auditors429,249,29599.97116,7500.03429,366,04576.1520,400
8Auditors remuneration429,286,41399.9877,0170.02429,363,43076.1523,015
9Authority for the directors to allot shares429,242,51999.97107,9510.03429,350,47076.1535,975
10To authorise political donations by the company and its subsidiaries420,871,07698.028,515,0201.98429,386,09676.15349
11Authority to disapply pre-emption rights429,277,35899.98106,9250.02429,384,28376.152,162
12Authority to further disapply pre-emption rights 429,247,60899.97136,2170.03429,383,82576.152,620
13Authority to purchase own shares429,268,92599.97116,1450.03429,385,07076.151,375

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.

Clive Whiley said:

“I would like to thank Mark, on behalf of the Board for his efforts and we wish him well with his future endeavours.”

Further details:        

Investor and analyst enquiries to:
Mothercare plc                                Email: [email protected]
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
Carl Holmes

Media enquiries to:
MHP                                         Email: [email protected]
Rachel Farrington                        Tel: 07801 894577
Tim Rowntree