FDM Group (Holdings) PLC

AGM Information • Apr 25, 2019

FDM Group (Holdings) plc

Result of AGM

The board of directors of FDM Group (Holdings) plc (the "Company" or "FDM") announces that, at the Company's 2019 annual general meeting held earlier today, all resolutions were duly passed on a show of hands.

In accordance with Listing Rule 9.6.2(R), a copy of the resolutions passed at the Annual General Meeting will be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.

As at the date of the meeting, there were 108,271,708 ordinary shares with voting rights in issue. The following proxies were received by the Company from shareholders prior to the meeting:

	RESOLUTION	FOR*		AGAINST		WITHHELD
		VOTES	% OF VOTES CAST**	VOTES	% OF VOTES CAST**	VOTES
1	Receive the Company's Annual Report and Accounts for the year ended 31 December 2018 together with the reports of the directors and shareholders.	92,228,979	99.97	29,473	0.03	279,070
2	Approve the Directors' Remuneration Report (other than the part containing the Directors' Remuneration Policy) for the year ended 31 December 2018.	90,497,095	97.90	1,938,749	2.10	101,678
3	Declare a final ordinary dividend for the year ended 31 December 2018 of 15.5 pence for each ordinary share in the capital of the Company.	92,537,522	100.00	0	0.00	0
4	Re-elect Andrew Brown as a director of the Company.	92,418,929	99.87	118,593	0.13	0
5	Re-elect Rod Flavell as a director of the Company.	92,408,268	99.86	129,254	0.14	0
6	Re-elect Sheila Flavell as a director of the Company.	92,418,929	99.87	118,593	0.13	0
7	Re-elect Michael McLaren as a director of the Company.	92,406,154	99.86	131,368	0.14	0
8	Re-elect David Lister as a director of the Company.	92,404,176	99.86	133,346	0.14	0

9	Re-elect Michelle Senecal de Fonseca as a director of the Company.	92,533,575	99.99	3,947	0.01	0
10	Re-elect Robin Taylor as a director of the Company.	92,533,575	99.99	3,947	0.01	0
11	Re-elect Peter Whiting as a director of the Company.	90,725,054	98.04	1,812,468	1.96	0
12	Re-appoint PricewaterhouseCoopers LLP as the Company's auditors	92,435,825	99.99	2,019	0.01	99,678
13	Authorise the directors to agree the remuneration of the auditors	92,537,503	99.99	19	0.01	0
14	Authorise the Company to use electronic communications with shareholders	92,537,522	100.00	0	0.00	0
15	Authorise the directors to allot securities pursuant to section 551 of the Companies Act 2006 (the "Act")	88,914,330	96.08	3,623,192	3.92	0
16	Special Resolution: Disapply pre-emption rights pursuant to section 570 of the Act.	92,537,522	100.00	0	0.00	0
17	Special Resolution: Disapply pre-emption rights in additional limited circumstances.	88,239,163	95.36	4,298,359	4.64	0
18	Special Resolution: Authorise the Company to make market purchases of its own shares pursuant to section 701 of the Act	92,105,164	99.56	411,065	0.44	21,293
19	Special Resolution: That a general meeting (other than an AGM) may be called on not less than 14 clear days' notice	91,040,870	98.38	1,496,652	1.62	0

*Includes proxies giving the Chairman discretion as to how to vote

**Excludes votes withheld

ends

For further information please contact:

FDM Group (Holdings) plc	Mark Heather – Company Secretary	0203 056 8240
Nick Oborne	Financial Public Relations	07850 127526