Inchcape plc
Result of Annual General Meeting
Inchcape plc (Company) announces that all resolutions proposed at the Annual General Meeting of the Company held at 11.00 a.m. today at the Royal Automobile Club, 89 Pall Mall, St. James's, London SW1Y 5HS were passed by way of a poll.
Details of the votes cast on all resolutions are set out below and will also be available on the Company's website: www.inchcape.com.
In accordance with UK Listing Rule 6.4.2, copies of all the resolutions passed, other than ordinary business, has been submitted to the National Storage Mechanism and is available for inspection.
| Resolution | Votes For | % of votes cast | Votes Against | % of votes cast | Votes Withheld | % of votes cast | Total Votes | % of Issued Capital | |
| 1 | RECEIVE THE REPORT AND ACCOUNTS | 333,753,057 | 100.00% | 3,261 | 0.00% | 2,476,798 | 0.74% | 333,756,318 | 87.99% |
| 2 | REMUNERATION REPORT | 214,337,281 | 64.55% | 117,695,055 | 35.45% | 4,200,781 | 1.27% | 332,032,336 | 87.54% |
| 3 | DECLARE A FINAL DIVIDEND | 335,945,991 | 100.00% | 824 | 0.00% | 286,104 | 0.09% | 335,946,815 | 88.57% |
| 4 | RE-ELECT NAYANTARA BALI | 322,457,088 | 95.99% | 13,477,394 | 4.01% | 298,635 | 0.09% | 335,934,482 | 88.56% |
| 5 | RE-ELECT JERRY BUHLMANN | 301,978,392 | 89.89% | 33,956,223 | 10.11% | 298,501 | 0.09% | 335,934,615 | 88.56% |
| 6 | RE-ELECT JUAN PABLO DEL RIO | 319,750,939 | 95.18% | 16,183,478 | 4.82% | 298,699 | 0.09% | 335,934,417 | 88.56% |
| 7 | RE-ELECT BYRON GROTE | 307,727,719 | 91.60% | 28,206,821 | 8.40% | 298,576 | 0.09% | 335,934,540 | 88.56% |
| 8 | RE-ELECT ALEX JENSEN | 310,228,950 | 92.72% | 24,364,667 | 7.28% | 1,639,499 | 0.49% | 334,593,617 | 88.21% |
| 9 | RE-ELECT ADRIAN LEWIS | 331,653,872 | 98.73% | 4,280,750 | 1.27% | 298,495 | 0.09% | 335,934,622 | 88.56% |
| 10 | RE-ELECT ALISON PLATT | 324,384,252 | 96.56% | 11,550,091 | 3.44% | 298,774 | 0.09% | 335,934,343 | 88.56% |
| 11 | RE-ELECT STUART ROWLEY | 317,152,802 | 94.41% | 18,781,615 | 5.59% | 298,699 | 0.09% | 335,934,417 | 88.56% |
| 12 | RE-ELECT DUNCAN TAIT | 333,486,293 | 99.27% | 2,448,509 | 0.73% | 298,495 | 0.09% | 335,934,802 | 88.56% |
| 13 | RE-APPOINT DELOITTE AS AUDITOR | 334,582,747 | 99.99% | 18,486 | 0.01% | 1,632,063 | 0.49% | 334,601,233 | 88.21% |
| 14 | AUDITOR REMUNERATION | 335,870,620 | 99.98% | 69,156 | 0.02% | 293,341 | 0.09% | 335,939,776 | 88.57% |
| 15 | AUTHORITY TO ALLOT SECURITIES | 333,670,804 | 99.32% | 2,271,011 | 0.68% | 291,302 | 0.09% | 335,941,815 | 88.57% |
| 16 | DISAPPLY PRE-EMPTION RIGHTS | 295,561,115 | 87.98% | 40,378,302 | 12.02% | 293,700 | 0.09% | 335,939,417 | 88.57% |
| 17 | DISAPPLY PRE-EMPTION RIGHTS 2 | 279,437,148 | 83.18% | 56,502,069 | 16.82% | 293,900 | 0.09% | 335,939,217 | 88.57% |
| 18 | PURCHASE OWN SHARES | 332,901,584 | 99.16% | 2,828,210 | 0.84% | 503,323 | 0.15% | 335,729,794 | 88.51% |
| 19 | MEETING NOTICE PERIODS | 331,555,188 | 98.69% | 4,393,383 | 1.31% | 284,546 | 0.08% | 335,948,571 | 88.57% |
Notes:
A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.
Resolutions 1 to 15 were ordinary resolutions, requiring over 50% of shareholders' votes to be cast in favour of the resolutions.
Resolutions 16 to 19 were special resolutions, requiring at least 75% of shareholders' votes to be cast in favour of the resolutions.
No other resolutions were put to the meeting.
While all Resolutions were passed, most with significant majorities in favour, the Board notes that Resolution 2 received less than 80% of votes cast in favour.
The Board has actively engaged with shareholders on remuneration in 2025 which has helped build a more detailed understanding of shareholder views and allowed the Board to provide context on the decisions made. The Board will continue to engage and an update will be published within six months of today's Annual General Meeting, in accordance with the UK Corporate Governance Code 2024.
The number of shares in issue as at the date of this announcement is 378,694,848.
Ends
About Inchcape
Inchcape is the leading global automotive distributor, with operations across six continents. Inchcape works with our OEM partners in smaller, more complex, and harder-to-reach markets, which tend to be higher growth with low motorisation rates. By combining our in-market expertise with our unique technology and advanced data analytics, we create innovative customer experiences that deliver outstanding performance for our partners - building stronger automotive brands and creating sustainable growth.
Our distribution platform connects the products of OEM partners with customers, and our responsibilities span product planning and pricing, import and logistics, brand and marketing to operating digital sales, managing physical sales, and aftermarket service channels. Delivering for our partners, our customers and our people - so they can realise their ambitions in the new world of mobility. The Group is headquartered in London and employs over 17,000 people globally.
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