FUNDING CIRCLE HOLDINGS PLC

Declaration of Voting Results & Voting Rights Announcements • May 11, 2023

National Storage Mechanism | Additional information

Funding Circle Plc (FCH)

Poll Results of 2023 Annual General Meeting

11-May-2023 / 13:00 GMT/BST

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11 May 2023

Funding Circle Holdings plc (the “Company”)

Poll Results of 2023 Annual General Meeting

Following its Annual General Meeting (“AGM”) held today, the Company announces that all resolutions proposed to shareholders as set out in the Notice of AGM were carried by the requisite majority on a poll.  Resolutions 1 to 15 and 20 were passed as ordinary resolutions and resolutions 16 to 19 were passed as special resolutions.  The table set out below shows the votes cast on each resolution.

Resolution		Votes for	% of votes cast	Votes against	% of votes cast	Total votes	% of issued share capital voted	Votes withheld
1.	To receive the Annual Report and Accounts of the Company for the year ended 31 December 2022	226,803,484	99.99	16,487	0.01	226,819,971	62.78%	567
2.	To approve the Directors' Remuneration Report for the year ended 31 December 2022	213,472,788	94.21	13,130,080	5.79	226,602,868	62.72%	217,670
3.	To reappoint PricewaterhouseCoopers LLP as auditors of the Company	226,790,995	99.99	26,250	0.01	226,817,245	62.78%	3,293
4.	To authorise the Audit Committee to fix the remuneration of the auditors	226,800,591	99.99	18,530	0.01	226,819,121	62.78%	1,417
5.	To re-elect Andrew Learoyd as a Director	221,094,570	97.47	5,740,186	2.53	226,834,756	62.78%	1,525
6.	To re-elect Lisa Jacobs as Director	226,419,708	99.82	415,552	0.18	226,835,260	62.78%	1,021
7.	To re-elect Oliver White as a Director	226,414,381	99.81	420,376	0.19	226,834,757	62.78%	1,524
8.	To re-elect Geeta Gopalan as a Director	225,360,641	99.35	1,474,116	0.65	226,834,757	62.78%	1,524
9.	To re-elect Eric Daniels as a Director	204,131,131	89.99	22,703,398	10.01	226,834,529	62.78%	1,752
10.	To re-elect Helen Beck as a Director	225,361,158	99.35	1,473,599	0.65	226,834,757	62.78%	1,524
11.	To re-elect Matthew King as a Director	226,149,227	99.70	685,530	0.30	226,834,757	62.78%	1,524
12.	To re-elect Samir Desai as a Director	222,153,889	97.94	4,681,370	2.06	226,835,259	62.78%	1,022
13.	To re-elect Hendrik Nelis as a Director	222,083,852	97.91	4,750,677	2.09	226,834,529	62.78%	1,752
14.	To re-elect Neil Rimer as a Director	222,153,496	97.94	4,681,260	2.06	226,834,756	62.78%	1,525
15.	To authorise the Directors to allot shares	226,756,717	99.97	78,997	0.03	226,835,714	62.78%	567
16.	To disapply pre-emption rights*	226,786,459	99.99	32,831	0.01	226,819,290	62.78%	1,248
17.	To further disapply pre-emption rights in connection with an acquisition or specified capital investment*	217,249,887	95.78	9,569,403	4.22	226,819,290	62.78%	1,248
18.	To authorise the Company to purchase its own shares*	217,295,349	95.79	9,540,365	4.21	226,835,714	62.78%	567
19.	To authorise the Company to call general meetings (other than an annual general meeting) on not less than 14 clear days' notice*	226,631,108	99.91	203,343	0.09	226,834,451	62.78%	1,830
20.	To authorise the Company to make political donations	217,235,143	95.78	9,579,118	4.22	226,814,261	62.78%	22,020

Other

1. * indicates a Special Resolution requiring 75% of votes cast to be carried.

2. Votes "For" and "Against" are expressed as a percentage of votes cast.

3. Votes "For" include discretionary votes.

4. A "Vote withheld" is not a vote in law and is therefore not counted in the calculation of the votes "For" or "Against" a resolution.

5. Equiniti, the Company's registrar, acted as scrutineer of the poll on all resolutions.

6. To view the full wording of the resolutions, please refer to the Notice of 2023 Annual General Meeting on the Company's website.

7. In accordance with Listing Rule 9.6.2, copies of all the resolutions passed other than resolutions concerning ordinary business will shortly be available for inspection on the National Storage Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

8. On Tuesday 9 May 2023, the total number of issued ordinary shares of £0.001 each entitling the holders to attend and vote on all the resolutions at the AGM was 361,303,143.

For and on behalf of

Funding Circle Holdings plc

Lucy Vernall

Company Secretary

Enquiries:

Funding Circle Investor Relations

Morten Singleton (+44 7736 297 929)

ir@fundingcircle.com

Funding Circle Media Relations

Abigail Whittaker (+44 7989 876136)

press@fundingcircle.com

Headland Consultancy

Mike Smith / Stephen Malthouse (+44 20 3805 4822)

About Funding Circle:

Funding Circle (LSE: FCH) is a lending platform for small business borrowers. Established in the UK in 2010, and now the leading lending platform to SMEs, the Group also has a material and growing presence in the US. Globally, Funding Circle has extended more than £15bn in credit to c.135,000 businesses.

For small business borrowers, Funding Circle provides a leading-edge customer experience, delivered through its technology, machine learning, and data science, coupled with a human touch. Its solutions continue to help customers access the funding they need to succeed.

For lending investors, Funding Circle provides access to an alternative asset class in an underserved market, and delivers robust and attractive returns.

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Dissemination of a Regulatory Announcement, transmitted by EQS Group.

The issuer is solely responsible for the content of this announcement.

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ISIN:	GB00BG0TPX62
Category Code:	RAG
TIDM:	FCH
LEI Code:	2138003EK6UAINBBUS19
OAM Categories:	3.1. Additional regulated information required to be disclosed under the laws of a Member State
Sequence No.:	243140
EQS News ID:	1630935

End of Announcement	EQS News Service

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