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Resolutions passed at 2026 Annual General Meeting
SHAFTESBURY CAPITAL PLC
(Incorporated and registered in the United Kingdom
with Registration Number 07145051)
JSE code: SHC ISIN: GB00B62G9D36
LEI: 549300TTXXZ1SHUI0D54
(the "Company" or "Shaftesbury Capital")
RESOLUTIONS PASSED AT 2026 ANNUAL GENERAL MEETING
The results of the voting by poll on the resolutions put to the Company's 2026 Annual General Meeting held on Thursday,
14 May 2026 are set out below.
Resolutions For: % Against: % Total votes % of Withheld:
cast issued
(excluding share
withheld): capital
1. To receive the Accounts 1,511,519,215 100.00% 6,922 0.00% 1,511,526,137 77.12% 12,899,983
and reports of the
Directors and the Auditors
for the year ended 31
December 2025
2. To declare a final cash 1,520,325,150 100.00% 30,377 0.00% 1,520,355,527 77.57% 4,070,593
dividend for the year
ended 31 December 2025
of 2.10 pence per ordinary
share
3. To approve the Directors' 1,468,805,955 97.28% 41,123,064 2.72% 1,509,929,019 77.04% 14,497,101
remuneration report (other
than the part containing
the Directors'
Remuneration Policy) for
the year ended 31
December 2025
4. To approve the Directors' 1,395,114,731 92.40% 114,813,288 7.60% 1,509,928,019 77.04% 14,498,101
Remuneration Policy
5. To re-elect Jonathan 1,470,094,201 97.90% 31,478,157 2.10% 1,501,572,358 76.61% 22,853,762
Nicholls as a Director
6. To re-elect Ian 1,506,626,648 99.78% 3,328,250 0.22% 1,509,954,898 77.04% 14,471,222
Hawksworth as a Director
7. To re-elect Situl 1,509,163,030 99.95% 791,868 0.05% 1,509,954,898 77.04% 14,471,222
Jobanputra as a Director
8. To elect Sian Westerman 1,500,824,209 99.40% 9,126,825 0.60% 1,509,951,034 77.04% 14,475,086
as a Director
9. To re-elect Richard Akers 1,479,708,627 98.00% 30,241,553 2.00% 1,509,950,180 77.04% 14,475,940
as a Director
10. To re-elect Ruth Anderson Resolution withdrawn (1)
as a Director
11. To elect Madeleine 1,479,220,238 97.96% 30,734,152 2.04% 1,509,954,390 77.04% 14,471,730
Cosgrave as a Director
12. To re-appoint 1,378,876,010 90.69% 141,476,161 9.31% 1,520,352,171 77.57% 4,073,949
PricewaterhouseCoopers
LLP as Auditors
13. To authorise the Audit 1,492,660,457 98.18% 27,695,070 1.82% 1,520,355,527 77.57% 4,070,593
Committee of the Board to
determine the Auditor's
remuneration
14. To authorise the Company 1,402,252,484 92.24% 117,971,233 7.76% 1,520,223,717 77.56% 4,202,403
and all companies that are
its subsidiaries to make
political donations not
exceeding £20,000 in total
15. To authorise the Directors 1,472,775,587 97.53% 37,227,352 2.47% 1,510,002,939 77.04% 14,423,181
to offer newly issued
shares instead of cash in
respect of any dividends
declared
16. To approve the rules of the 1,450,782,371 96.08% 59,168,954 3.92% 1,509,951,325 77.04% 14,474,795
Share Award Plan and
authorise the Directors to
carry the Share Award
Plan into effect
17. To authorise the Directors 1,341,696,727 88.85% 168,297,283 11.15% 1,509,994,010 77.04% 14,432,110
to allot the unissued share
capital up to a specified
amount (s.551 of the
Companies Act 2006)
18. Special Resolution: To 1,363,982,234 90.33% 146,010,282 9.67% 1,509,992,516 77.04% 14,433,604
disapply pre-emption
provisions of s.561(1) of
the Companies Act 2006
up to the extent specified
19. Special Resolution: To 1,301,183,385 86.17% 208,812,837 13.83% 1,509,996,222 77.04% 14,429,898
disapply pre-emption
provisions of s.561(1) of
the Companies Act 2006
up to the additional extent
specified
20. Special Resolution: To 1,519,509,870 99.99% 197,888 0.01% 1,519,707,758 77.54% 4,718,362
authorise the Company to
purchase its own shares
21. Special Resolution: To 1,444,469,397 95.66% 65,534,724 4.34% 1,510,004,121 77.04% 14,421,999
allow general meetings
(other than an AGM) to be
called on not less than 14
clear days' notice
(1) As announced on 22 April 2026, Resolution 10 was withdrawn as Ms Anderson stepped down as a Non-Executive
Director and Audit Committee Chair at the conclusion of the 2026 Annual General Meeting.
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. The total issued share capital and total number of voting rights is: 1,959,945,611 ordinary shares. Every
shareholder has one vote for every ordinary share held. This figure includes 128,350,793 ordinary shares held by
a Group entity. The 128,350,793 ordinary shares will not vote whilst they are held by a group entity. On average
77.15% (1,512,182,838 ordinary shares) of the total number of voting rights voted. The percentage of shares voted
once the above-mentioned shares have been excluded was approximately 82.56%.
In accordance with 6.4.2 of the UK Listing Rules, copies of the resolutions passed at the Annual General Meeting, other
than resolutions concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be
available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries:
Ruth Pavey
Company Secretary
Shaftesbury Capital PLC
Tel: +44 (0) 20 3214 9150
Shaftesbury Capital shares are listed on the London Stock Exchange ("LSE") (primary) and the Johannesburg Stock
Exchange ("JSE") (secondary) and the A2X (secondary).
14 May 2026
Sponsor
Java Capital
Date: 14-05-2026 04:30:00
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