Rathbones : 2024 AGM Proxy Voting Figures

RATHBONES GROUP PLC (the "Company")

LEI: 213800MBTHM6UE8ZQP29

RESULTS OF THE 2024 ANNUAL GENERAL MEETING

NOTIFICATION REQUIRED BY LISTING RULE 9.6.18

At the fifty-third Annual General Meeting of the Company, held at 8 Finsbury Circus, London, EC2M 7AZ on Thursday 9 May 2024, all the resolutions proposed (which were contained in the Notice of Meeting dated 8 April 2024) were passed on a poll.

Resolutions 1 to 18 were ordinary resolutions and resolutions 19 to 22 were special resolutions.

The full text of the resolutions is set out in the Notice of Meeting, a copy of which is on the Company's at www.rathbones.com/investor-relations/corporate-governance/general-meetings. In accordance with Listing Rule 9.6.2, a copy of the resolutions passed as special business will be submitted to the Financial Conduct Authority via the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The results of the poll are as follows:

							Votes cast
	Resolution	For	%	Against	%	Votes cast	as a % of	Withheld
	the voting
							capital
1	To adopt the report and accounts for the year	76,490,796	99.99	4,702	0.01	76,495,498	84.31%	204,270
ended 31 December 2023
2	To approve the directors' remuneration report for	70,556,860	92.07	6,079,542	7.93	76,636,402	84.46%	63,366
the year ended 31 December 2023
3	To approve the directors' remuneration policy	71,867,181	93.78	4,767,961	6.22	76,635,142	84.46%	63,367
4	To approve the Rathbones Group Plc Performance	73,357,345	95.72	3,280,775	4.28	76,638,120	84.46%	61,648
Share Plan ('Plan')
5	To declare a final dividend of 24p per share for the	76,394,449	99.63	281,394	0.37	76,675,843	84.51%	22,221
year ended 31 December 2023
6	To re-elect Clive Bannister as a director	73,335,926	95.64	3,343,778	4.36	76,679,704	84.51%	20,064
7	To re-elect Paul Stockton as a director	73,545,871	95.96	3,096,568	4.04	76,642,439	84.47%	57,329
8	To elect Iain Hooley as a director	76,557,247	99.85	113,822	0.15	76,671,069	84.50%	28,699
9	To re-elect Iain Cummings as a director	76,302,840	99.51	372,693	0.49	76,675,533	84.51%	24,235
10	To re-elect Terri Duhon as a director	76,289,831	99.50	381,111	0.50	76,670,942	84.50%	28,826

11	To re-elect Sarah Gentleman as a director	75,772,115	98.82	903,417	1.18	76,675,532	84.51%	24,236
12	To re-elect Dharmash Mistry as a director	73,447,543	95.78	3,232,289	4.22	76,679,832	84.51%	19,936
13	To elect Henrietta Baldock as a director	76,311,762	99.53	357,182	0.47	76,668,944	84.50%	30,824
14	To elect Ruth Leas as a director	76,311,724	99.53	358,433	0.47	76,670,157	84.50%	28,352
15	To re-appoint Deloitte LLP as auditors of the	76,670,055	99.99	7,468	0.01	76,677,523	84.51%	22,245
company
16	To authorise the audit committee to agree the	76,662,744	99.98	14,803	0.02	76,677,547	84.51%	22,221
remuneration of the auditors
17	To approve an authority to make political donations	74,113,272	96.66	2,559,144	3.34	76,672,416	84.50%	27,352
and to incur political expenditure
18	To approve a general authority to allot ordinary	72,021,603	93.93	4,655,816	6.07	76,677,419	84.51%	22,349
shares
19	To authorise the disapplication of pre-emption	72,411,346	94.44	4,263,057	5.56	76,674,403	84.50%	25,365
rights
	To further authorise the disapplication of pre-	72,100,344	94.04	4,573,450	5.96	76,673,794	84.50%	25,974
20	emption rights regarding shares issued in
	connection with an acquisition or capital investment
21	To authorise market purchases of ordinary shares	76,352,506	99.59	316,673	0.41	76,669,179	84.50%	30,589
	To authorise the convening of a general meeting	73,585,917	95.97	3,090,225	4.03	76,676,142	84.51%	23,626
22	(other than the AGM) of not less than 14 days'
	notice

For the purposes of section 341 of the Companies Act 2006, the votes cast are expressed as a percentage of 90,734,875 ordinary shares. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution.

Ali Johnson

Group Company Secretary

Email:[e-mail]

Tel: [phone]