CAPITAL & COUNTIES PROPERTIES PLC - Resolutions Passed at 2015 Annual General Meeting

Resolutions Passed at 2015 Annual General Meeting

Capital & Counties Properties PLC
(Incorporated and registered in the United Kingdom and Wales with registration Number 07145041 and
registered in South Africa as an external company with Registration Number 2010/003387/10)
JSE code: CCO
ISIN: GB00B62G9D36

1 May 2015

CAPITAL & COUNTIES PROPERTIES PLC (the “Company”)

RESOLUTIONS PASSED AT 2015 ANNUAL GENERAL MEETING

The results of the voting by poll on the resolutions put to the Company’s Annual General Meeting held today are
as follows:

         Resolutions                 For:        %       Against:       %       Total votes      % of    Withheld:
                                                                                   cast:       issued
                                                                                                share
                                                                                               capital
1. To receive the accounts       672,689,810   99.90   672,294        0.10    673,362,104     80.08      156,429
    and reports of the
    Directors and the
    Auditors for the year
    ended 31 December 2014
2. To declare a final            672,177,845   99.80   1,335,563      0.20    673,513,408     80.10      5,125
    dividend of 1.0 p per
    share
3. To re-elect Ian Durant as     646,534,980   97.63   15,710,247     2.37    662,245,227     78.76      11,273,305
    a Director
4. To re-elect Ian               644,404,807   95.68   29,108,049     4.32    673,512,856     80.10      5,677
    Hawksworth as a Director
5. To re-elect Soumen Das        672,747,591   99.89   765,265        0.11    673,512,856     80.10      5,677
    as a Director
6. To re-elect Gary Yardley      672,747,591   99.89   765,265        0.11    673,512,856     80.10      5,677
    as a Director
7. To re-elect Graeme            660,053,054   98.00   13,459,802     2.00    673,512,856     80.10      5,677
    Gordon as a Director
8. To re-elect Ian Henderson     662,745,842   98.83   7,843,946      1.17    670,589,788     79.75      2,928,745
    as a Director
9. To re-elect Demetra           667,893,822   99.17   5,619,034      0.83    673,512,856     80.10      5,677
    Pinsent as a Director
10. To re-elect Henry            672,369,378   99.83   1,143,478      0.17    673,512,856     80.10      5,677
    Staunton as a Director
11. To re-elect Andrew           672,198,931   99.80   1,313,925      0.20    673,512,856     80.10      5,677
    Strang as a Director
12. To elect Gerry Murphy as     672,652,176   99.87   859,153        0.13    673,511,329     80.10      7,204
    a Director
13. To re-appoint                666,722,546   99.96   267,715        0.04    666,990,261     79.32      6,528,271
    PricewaterhouseCoopers
    LLP as Auditors
14. To authorise the Directors   671,816,575   99.95   351,226        0.05    672,167,801     79.94      1,350,732
    to determine the
    Auditors’ Remuneration
15. To approve the Directors’    624,961,876   94.30   37,745,583     5.70    662,707,459     78.82      10,811,072
    Remuneration Report for
    the year ended 31
    December 2014
16. To authorise Directors to      522,158,991         78.61     142,048,833       21.39     664,207,824        78.99       9,310,709
    allot the unissued share
    capital up to a specified
    amount (s.551)
17. Special Resolution: To         662,113,558         98.83     7,865,556         1.17      669,979,114        79.68       3,539,419
    disapply re-emption
    provisions of s.561(1) of
    the Companies Act up to
    a specified amount
18. Special Resolution: To         665,673,454         99.03     6,508,801         0.97      672,182,255        79.94       1,336,278
    authorise the Company to
    purchase its own shares
19. Special Resolution: To         621,301,974         92.25     52,207,067        7.75      673,509,041        80.10       9,492
    disapply the provisions of
    the Shareholder Rights
    Directive

      Notes:
      1.   Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.
      2.   A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes for or against a
           resolution.
      3.   Total voting rights of shares in issue: 840,836,943. Every shareholder has one vote for every ordinary share held.

      Following the approval of the 2014 final dividend, it is confirmed that the scrip dividend alternative will be
      offered to shareholders in respect of the dividend.

      In accordance with paragraph 9.6.2 of the Listing Rules, copies of the resolutions passed at the meeting, other
      than resolutions concerning ordinary business, have been submitted to the National Storage Mechanism and will
      shortly be available for inspection at: http://www.morningstar.co.uk/uk/NSM


      Enquiries:

      Ruth Pavey
      Company Secretary
      Telephone +44 20 3214 9184

      Sponsor:
      Merrill Lynch South Africa (Pty) Ltd

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