MORTGAGE ADVICE BUREAU (HOLDINGS) PLC

Declaration of Voting Results & Voting Rights Announcements • May 24, 2023

National Storage Mechanism | Additional information

RNS Number : 5492A

Mortgage Advice Bureau (Hldgs) PLC

24 May 2023

24 May 2023

Mortgage Advice Bureau (Holdings) plc ("MAB" or "the Company")

Result of AGM

At the Annual General Meeting ("AGM") of MAB, held earlier today at Capital House, Pride Place, DE24 8QR, all the resolutions put to the meeting were passed.

Summary of AGM Proxy Voting:

For information, the summary of the proxy voting is shown in the table below. The full text of the resolutions is shown in the Notice of the Annual General Meeting, which is available on the MAB website at www.mortgageadvicebureau.com/investor-relations and copies of all special resolutions will be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Resolutions	For	Against	Votes at Chair's Discretion	Abstain
1. To receive the annual report and accounts for the year ended 31 December 2022.	51,540,858	0	0	86,520
2. To approve the final dividend of 14.7 pence per ordinary share for the year ended 31 December 2022.	51,625,778	0	0	1,600
3. To approve the Directors' remuneration report for the year ended 31 December 2022.	26,258,785	21,108,556	0	4,260,037
4. To re-elect Katherine Innes Ker as a Director of the Company.	49,311,962	2,312,979	0	2,437
5. To re-elect Peter Brodnicki as a Director of the Company.	50,156,252	1,468,689	0	2,437
6. To re-elect Ben Thompson as a Director of the Company.	51,484,205	140,736	0	2,437
7. To re-elect Lucy Tilley as a Director of the Company.	51,427,477	140,464	57,000	2,437
8. To re-elect Nathan Imlach as a Director of the Company.	51,147,277	477,664	0	2,437
9. To re-elect David Preece as a Director of the Company.	50,155,586	1,468,961	0	2,831
10. To re-elect Mike Jones as a Director of the Company.	51,146,464	477,664	0	3,250
11. To re-appoint BDO LLP as Auditors of the Company.	51,559,208	64,232	0	3,938
12. To authorise the Company's Audit Committee to determine the remuneration of the Auditors.	51,622,545	1,289	0	3,544
13. To authorise the Directors to allot shares in the Company.	51,622,703	1,035	0	3,640
14. To disapply statutory pre-emption rights.*	50,806,027	817,327	0	4,024
15. To disapply statutory pre-emption rights for an acquisition or specified capital investment.*	50,806,027	817,327	0	4,024

The total number of ordinary shares eligible to vote as at 24 May 2023 is 57,127,034.

Board response to Resolution 3 - approval of the Directors' Remuneration Report

While the Board notes that all other resolutions were passed with strong majorities, we acknowledge that the advisory vote on the Directors' Remuneration Report was passed with 55.4%. We have consulted with a number of shareholders and understand that the payment of transaction bonuses was the element of the 2022 remuneration to which a significant number of shareholders objected. We have set out in the 2022 Directors' Remuneration Report the revised remuneration structure adopted from 2023 onwards, with a rebalancing of incentives in favour of longer term objectives, and confirm that in future, transaction bonuses will not be paid.

* indicates a special resolution

Enquiries:

Mortgage Advice Bureau (Holdings) plc	+44 (0)1332 525007
Peter Brodnicki, Chief Executive Officer Ben Thompson, Deputy Chief Executive Officer Lucy Tilley, Chief Financial Officer
Nominated Adviser and Joint Broker: Numis Securities Limited                                                                               Stephen Westgate / Giles Rolls	+44 (0)20 7260 1000
Joint Broker: Peel Hunt LLP Andrew Buchanan / Mike Burke	+44 (0) 20 7418 8900
Media Enquiries:  investorrelations@mab.org.uk

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