Marks & Spencer Group PLC

AGM Information • Jun 15, 2016

EST. 1884

ANNUAL GENERAL MEETING 2016 ATTENDANCE CARD

WEMBLEY STADIUM, WEMBLEY, LONDON, HA9 0WS TUESDAY 12 JULY 2016 AT 11AM

Doors open 9.30am. Please bring this attendance card with you and try to arrive by 10.30am to allow for registration and security clearance.

To view our Board biographies go to the governance section of marksandspencer.com/annualreport2016 and follow the link.

ATTENDANCE BARCODE

HOW TO VOTE YOUR SHARES AT THE AGM

If you would like to vote at the AGM, but you are unable to attend the meeting, you can appoint a proxy who will vote at the meeting on your behalf. There are two ways of doing this: 1) vote online or 2) complete and return the Proxy voting form below.

Guidance notes are on the reverse of this attendance card and in the enclosed Notice of Meeting on page 22. If you post the voting form within the United Kingdom, no envelope is necessary and there is no postage to pay. If you prefer to use an envelope, please address to Equiniti Limited, FREEPOST RTHJ-CLLL-KBKU, Aspect House, Spencer Road, Lancing, BN99 8LU. If posting from outside the United Kingdom, you should return it in an envelope to the FREEPOST address above. However, you will need to pay the postage.

Option 1	Vote Online Just go to sharevote.co.uk and follow the onscreen instructions.
Voting ID		Task ID	Shareholder reference

Task ID Shareholder reference No. 2482-207-S

AGM 2016 VOTING FORM

If you do not have access to the internet and want to vote your shares, you can do so by completing and returning this part of the form no later than 11am on Friday 8th July 2016.

Option 2 I want to give voting instructions		Indicate voting intention by
Resolutions 1 Receive Annual Report and Accounts Approve the Remuneration Report 2 Declare final dividend 3 4 Elect Andrew Fisher 5 Re-elect Vindi Banga Re-elect Alison Brittain 6 7 Re-elect Patrick Bousquet-Chavanne 8 Re-elect Miranda Curtis Re-elect Andy Halford 9 10 Re-elect Steve Rowe 11 Re-elect Richard Solomons	For	Vote Against withheld	Resolutions 12 Re-elect Robert Swannell 13 Re-elect Laura Wade-Gery 14 Re-elect Helen Weir 15 Re-appoint Deloitte LLP as auditors 16 Authorise Audit Committee to determine auditors' remuneration 17 Authorise allotment of shares 18 Disapply pre-emption rights 19 Authorise purchase of own shares 20 Call general meetings on 14 days' notice* 21 Authorise the Company and its subsidiaries to make political donations	Vote For Against withheld
M&S Board voting recommendations *special resolution
Sign and date this declaration I/we being the shareholder(s) of Marks and Spencer Group plc (the Company) hereby appoint the Chairman of the meeting, or† Name and address of Proxy (see notes for voting overleaf)
as my Proxy to vote on my/our behalf at the Annual General Meeting (AGM) of the Company to be held on Tuesday 12 July 2016 at 11am and at any adjournment thereof. In respect of the resolutions referred to in the Notice of Meeting, I/we desire my/our Proxy to vote as indicated. †If you would like to appoint a Proxy other than the Chairman, insert name and address in the box provided and initial alteration. You may appoint more than one Proxy.
See page 22 of Notice of Meeting (Note 2) Date Signature

Marks and Spencer Group plc registered office: Waterside House, 35 North Wharf Road, London W2 1NW. Reg No. 4256886. (England & Wales)

ANNUAL GENERAL MEETING ATTENDANCE CARD AnnuAl GenerAl MeetinG AttenDAnce cArD

DIRECTIONS DirectionS

Bus and Tube bus and tube

Wembley Stadium can be accessed via the Jubilee and Metropolitan lines at Wembley Park Station. The Bakerloo line and London Overground serve Wembley Central Station and Bus routes 83, 92 and 182 run towards Wembley Stadium from stop CM. Wembley Stadium can be accessed via the Jubilee and Metropolitan lines at Wembley Park Station. The Bakerloo line and London Overground serve Wembley Central Station and Bus routes 83, 92 and 182 run towards Wembley Stadium from stop CM.

Main line railway station Main line railway station

Wembley Stadium Station (Chiltern Railways). Wembley Stadium Station (Chiltern Railways).

Further details regarding transport are included in the Notice of Meeting. Further details regarding transport are included in the Notice of Meeting.

OTHER INFORMATION otHer inforMAtion

Security Security

Standard security measures will be in place to ensure your safety. Please note that bag searches will be in operation, and any items deemed inappropriate will be removed and stored until the end of the event. Flash photography is not allowed at the AGM. Standard security measures will be in place to ensure your safety. Please note that bag searches will be in operation, and any items deemed inappropriate will be removed and stored until the end of the event. Flash photography is not allowed at the AGM.

Shareholders with special needs Shareholders with special needs

Wembley Stadium is easily accessible by wheelchair users and has lift access inside. The Great Hall is also covered with an assisted hearing system; handsets will be available from the Customer Services Desk. Wembley Stadium is easily accessible by wheelchair users and has lift access inside. The Great Hall is also covered with an assisted hearing system; handsets will be available from the Customer Services Desk.

General General

Shareholders are advised that unless otherwise provided, the telephone numbers, website and email addresses set out in this document are not to be used for the purpose of serving information or documents on the Company (including the service of documents or information relating to proceedings at the Company's AGM). Shareholders are advised that unless otherwise provided, the telephone numbers, website and email addresses set out in this document are not to be used for the purpose of serving information or documents on the Company (including the service of documents or information relating to proceedings at the Company's AGM).

Business Reply Plus Licence Number RSRH–JSEC–XSZA Business Reply Plus Licence Number RSRH-JSEC-XSZA

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NOTES FOR VOTING noteS for votinG

If you cannot attend the AGM, but wish to vote on the resolutions, you are entitled to appoint someone else as a 'Proxy'. A Proxy need not be a member of the Company and can exercise all or any of your rights to attend, speak and vote at the meeting. A Proxy must vote as you have instructed. If you cannot attend the AGM, but wish to vote on the resolutions, you are entitled to appoint someone else as a 'Proxy'. A Proxy need not be a member of the Company and can exercise all or any of your rights to attend, speak and vote at the meeting. A Proxy must vote as you have instructed.

A Proxy will vote at his or her discretion or abstain from voting, as he or she sees fit, on any resolution on which you do not give a specific instruction and, unless instructed otherwise, on any other business (including amendments to resolutions) which may properly come before the meeting. A Proxy will vote at his or her discretion or abstain from voting, as he or she sees fit, on any resolution on which you do not give a specific instruction and, unless instructed otherwise, on any other business (including amendments to resolutions) which may properly come before the meeting.

This form constitutes a Form of Appointment of Proxy and enables you to cast votes attaching to your Marks and Spencer Group plc shares. This form constitutes a Form of Appointment of Proxy and enables you to cast votes attaching to your Marks and Spencer Group plc shares.

The 'vote withheld' option is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'vote withheld' is not a vote in law and is not counted in the calculation of the votes 'for' and 'against' a resolution. The 'vote withheld' option is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'vote withheld' is not a vote in law and is not counted in the calculation of the votes 'for' and 'against' a resolution.

This form assumes you wish to vote all of your shares in the same way. To vote only part of your holding or to vote some shares one way and some another, please contact the shareholder helpline on 0345 609 0810 or +44 121 415 7071 from outside the UK. This form assumes you wish to vote all of your shares in the same way. To vote only part of your holding or to vote some shares one way and some another, please contact the shareholder helpline on 0845 609 0810 or +44 121 415 7071 from outside the UK.

Equiniti Aspect House Spencer Road LANCING BN99 6GG Spencer Road LANCING BN99 6GG