11 May 2023

Capita plc

Announcement of AGM Results

At the Annual General Meeting of Capita plc held at 11 a.m. on 11 May 2023, at 65 Gresham Street, London, EC2V 7NQ, all the resolutions set out in the Notice of Meeting, were approved by the shareholders which were voted by way of a poll. The Board would like to thank all shareholders who participated in the AGM. The results of the poll for each resolution are provided in the table below.

RESOLUTIONVOTES
FOR
%VOTES
AGAINST
%VOTES
TOTAL
% OF
ISC VOTED
VOTES
WITHHELD
ORDINARY RESOLUTIONS:
1 To approve the Report & Accounts for the year ended 31 December 2022. 1,162,623,233 99.98 203,039 0.02 1,162,826,272 69.04% 1,083,179
2 To approve the Directors’ Remuneration Report. 1,120,642,451 96.29 43,174,795 3.71 1.163,817,246 69.10% 92,205
3 To re-elect Jonathan Lewis as a Director. 1,154,090,723 99.16 9,737,245 0.84 1,163,827,968 69.10% 80,233
4 To re-elect Tim Weller as a Director. 1,159,696,227 99.64 4,131,741 0.36 1,163,827,968 69.10% 80,233
5 To re-elect David Lowden as a Director. 1,158,764,157 99.57 5,022,179 0.43 1,163,786,336 69.10% 121,865
6 To re-elect Georgina Harvey as a Director. 1,161,075,058 99.77 2,711,303 0.23 1,163,786,361 69.10% 121,840
7 To re-elect Nneka Abulokwe as a Director. 1,161,203,360 99.78 2,582,001 0.22 1,163,785,361 69.10% 122,840
8 To re-elect Neelam Dhawan as a Director. 1,160,977,696 99.76 2,808,665 0.24 1,163,786,361 69.10% 121,840
9 To elect Brian McArthur-Muscroft as a Director. 1,163,335,368 99.96 447,316 0.04 1,163,782,684 69.10% 125,517
10 To elect Janine Goodchild as a Director. 1,105,776,453 95.02 58,008,173 4.98 1,163,784,626 69.10% 123,575
11 To re-appoint KPMG LLP as Auditor of the Company. 1,161,264,255 99.78 2,524,056 0.22 1,163,788,311 69.10% 121,140
12 To authorise the Audit and Risk Committee to ?x the Auditor’s remuneration. 1,163,170,999 99.94 674,112 0.06 1,163,845,111 69.10% 63,090
13 To authorise the Directors to allot shares. 1,159,896,329 99.66 3,909,735 0.34 1,163,806,064 69.10% 103,387
SPECIAL RESOLUTIONS
14 To authorise the Company to dis-apply statutory pre-emption rights. 1,162,621,721 99.90 1,174,519 0.10 1,163,796,240 69.10% 113,211
15 To approve the calling of a general meeting other than an annual general meeting on not less than 14 clear days’ notice. 1,145,851,596 98.45 18,016,661 1.55 1,163,868,257 69.10% 41,194
16 To authorise market purchase of shares. 1,161,064,909 99.78 2,548,204 0.22 1,163,613,113 69.09% 296,338

Please note a ‘vote withheld’ is not a vote under English law and is therefore not included in the calculation of votes ‘for’ and ‘against’ a resolution.

Capita plc further announces that, in accordance with the provisions of paragraph 9.6.2 of the Listing Rules, copies of resolutions other than those concerning ordinary business passed at the Annual General Meeting, have been submitted to the National Storage Mechanism, and can be viewed at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Enquiries:  Claire Denton, Chief General Counsel & Company Secretary, 020 7799 1525