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FRANCHISE BRANDS PLC Declaration of Voting Results & Voting Rights Announcements 2026

Apr 30, 2026

7650_agm-r_2026-04-30_a5503b3e-697b-4447-b15a-7dd343a83337.html

Declaration of Voting Results & Voting Rights Announcements

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National Storage Mechanism | Additional information

RNS Number : 6553C

Franchise Brands PLC

30 April 2026

30 April 2026

Franchise Brands plc

("Franchise Brands", the "Company" or the "Group")

Result of Annual General Meeting

Franchise Brands plc (AIM: FRAN), an international multi-brand franchise business, announces that at the Company's Annual General Meeting held earlier today, the votes validly received from shareholders and cast (or withheld) on a poll on each resolution at the meeting were as follows:

Resolution Purpose of the resolution Votes

For
% of Votes Cast Votes Against % of Votes Cast Total votes cast (excluding votes withheld Votes Withheld
ORDINARY RESOLUTIONS
1. To receive the 2025 annual report and financial statements 105,330,801 100.0% - 0.0% 105,330,801 11,281
2. Declaration of final dividend 105,330,801 100.0% - 0.0% 105,330,801 11,281
3. Remuneration Committee Report (advisory vote) 104,983,908 99.7% 346,883 0.3% 105,330,791 11,281
4. Re-election of Andy Brattesani 105,329,510 100.0% 1,281 0.0% 105,330,791 11,291
5. Re-election of Louise George 105,329,514 100.0% 1,277 0.0% 105,330,791 11,291
6. Re-election of Stephen Hemsley 105,330,787 100.0% 4 0.0% 105,330,791 11,291
7. Re-election of Pete Kear 104,992,280 99.7% 338,511 0.3% 105,330,791 11,291
8. Re-election of Andrew Mallows 105,330,787 100.0% 4 0.0% 105,330,791 11,291
9. Re-election of Peter Molloy 105,330,791 100.0% - 0.0% 105,330,791 11,291
10. Re-election of Nigel Wray 105,330,787 100.0% 4 0.0% 105,330,791 11,291
11. To reappoint PKF Littlejohn LLP as auditors of the Company 105,330,791 100.0% - 0.0% 105,330,791 11,291
12. Authority to determine remuneration of the auditors 105,330,791 100.0% 0 0.0% 105,330,791 11,291
13. Authority to allot shares 69,463,154 65.9% 35,867,637 34.1% 105,330,791 11,291
SPECIAL RESOLUTIONS
14. Disapplication of pre-emption rights 76,825,184 72.9% 28,491,882 27.1% 105,317,066 25,016
15. Additional disapplication of pre-emption rights (for an acquisition or other specified capital investment) 69,105,823 65.6% 36,211,243 34.4% 105,317,066 25,016
16. Authority to purchase own shares 105,312,601 100.0% 3,318 0.0% 105,315,919 26,163

Votes were validly cast in respect of 54.4% of the Company's issued share capital.

These voting results mean that all resolutions were carried, other than resolution 14 (the disapplication of pre-emption rights) and resolution 15 (the additional disapplication of pre-emption rights for an acquisition or other specified capital investment) which failed to achieve the support of at least 75% of the votes cast and were therefore not carried.  The board notes that while resolution 13 (authority to allot shares) was carried by a simple majority, more than 20% of the votes cast on this matter were not supportive.

The resolutions proposed at this meeting in connection with the share capital of the Company were in line with the best practice recommendations contained in the Investment Association's Share Capital Management Guidelines and/or the Pre-emption Group's Statement of Principles.  The level and extent of the authorities sought were, therefore, in line with normal market practice in the UK.  

The Company is aware that the votes against these resolutions were driven by the voting policies of a small number of institutional shareholders. We have already started to engage with these investors to understand their perspective on these matters and will continue our discussions with them.  Further updates will be provided as appropriate on the Company's website, in line with the recommendation of the QCA Corporate Governance Code.

Enquiries:

Franchise Brands plc + 44 (0) 1625 813231
Stephen Hemsley, Executive Chairman

Peter Molloy, CEO
Andrew Mallows, CFO
Julia Choudhury, Corporate Development Director
Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker) +44 (0) 20 7710 7600
Matthew Blawat
Jason Grossman
Allenby Capital Limited (Joint Broker) +44 (0) 20 3328 5656
Jeremy Porter / Liz Kirchner (Corporate Finance)
Amrit Nahal / Joscelin Pinnington (Sales & Corporate Broking)
MHP Group (Financial PR) +44 (0) 20 3128 8100
Katie Hunt / Hugo Harris +44 (0) 7884 494112
[email protected]

About Franchise Brands plc

Franchise Brands is an international, multi-brand franchisor focused on B2B van-based service with seven franchise brands and a presence in 10 countries across the UK, North America and Europe. The Group is focused on building market-leading businesses primarily via a franchise model and has a combined network of over 600 franchisees.

The Company owns several market-leading brands with long trading histories, including Pirtek in Europe, Filta, Metro Rod and Metro Plumb, all of which benefit from the Group's central support services, particularly technology, marketing, and finance. At the heart of Franchise Brands' business-building strategy is helping its franchisees grow their businesses: "as they grow, we grow".

Franchise Brands employs almost 650 people across the Group and there are over 3,000 people in the franchise community.

For further information, visit www.franchisebrands.co.uk.

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