Result of AGM

Result of AGM

Centrica PLC

2009 Annual General Meeting – Poll Results

The Centrica plc Annual General Meeting was held on Monday, 11 May 2009. The results of the poll on each resolution are set out below:

Resolution 1:

To receive the Accounts and the Reports of the Directors and the Auditors for the year ended 31 December 2008.

For*:	Â	99.77% of votes cast
Against:		0.23% of votes cast
Withheld**:		0.20% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 2:

To approve the Remuneration Report for the year ended 31 December 2008.

For*:	Â	94.56% of votes cast
Against:		5.44% of votes cast
Withheld**:		0.86% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 3:

To approve a final dividend of 8.73 pence per ordinary share to those shareholders on the register of members at close of business on 24 April 2009.

For*:	Â	99.85% of votes cast
Against:		0.15% of votes cast
Withheld**:		0.16% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 4:

To reappoint Mark Hanafin as a Director of the Company.

For*:	Â	98.91% of votes cast
Against:		1.09% of votes cast
Withheld**:		0.45% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 5:

To reappoint Sam Laidlaw as a Director of the Company.

For*:	98.19% of votes cast
Against:	1.81% of votes cast
Withheld**:	1.05% of shares in issue
Total votes cast:	62.23% of shares in issue

Resolution 6:

To reappoint Andrew Mackenzie as a Non-Executive Director of the Company.

For*:	Â	99.23% of votes cast
Against:		0.77% of votes cast
Withheld**:		0.29% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 7:

To reappoint Helen Alexander as a Non-Executive Director of the Company.

For*:	Â	99.19% of votes cast
Against:		0.81% of votes cast
Withheld**:		0.25% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 8:

To reappoint PricewaterhouseCoopers LLP as Auditors of the Company, to hold office until the conclusion of the next General Meeting at which accounts are laid.

For*:	Â	99.57% of votes cast
Against:		0.43% of votes cast
Withheld**:		1.22% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 9:

To authorise the Directors to determine the Auditors' remuneration.

For*:	Â	99.77% of votes cast
Against:		0.23% of votes cast
Withheld**:		0.56% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 10:

Authority for the Company to make donations to European Union political organisations not exceeding £80,000 in total, to make donations to EU political parties or independent election candidates not exceeding £80,000 in total and to incur EU political expenditure not exceeding £80,000 in total.

For*:	Â	98.54% of votes cast
Against:		1.46% of votes cast
Withheld**:		1.26% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 11:

Authority to increase the authorised share capital.

For*:	Â	98.95% of votes cast
Against:		1.05% of votes cast
Withheld**:		0.42% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 12:

Authority for the Directors of the Company to allot unissued shares.

For*:	95.91% of votes cast
Against:	4.09% of votes cast
Withheld**:	2.07% of shares in issue
Total votes cast:	62.23% of shares in issue

Resolution 13***:

Authority under the Company's Articles of Association for the Directors to allot unissued share capital without first offering shares to existing shareholders in proportion to their existing holdings.

For*:	Â	98.49% of votes cast
Against:		1.51% of votes cast
Withheld**:		0.59% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 14***:

Authority for the Company to purchase its own shares, subject to a limit of 10% of the present issued share capital.

For*:	Â	99.80% of votes cast
Against:		0.20% of votes cast
Withheld**:		0.18% of shares in issue
Total votes cast:		62.23% of shares in issue

Resolution 15***:

Authority to call general meetings on not less than 14 clear days’ notice

For*:	Â	97.12% of votes cast
Against:		2.88% of votes cast
Withheld**:		0.07% of shares in issue
Total votes cast:		62.23% of shares in issue

Notes to the disclosure:

* Includes discretionary votes received

** A ‘Vote Withheld’ is not a vote in law and is not counted towards the proportion of votes ‘For’ or ‘Against’ a resolution

*** Indicates a Special Resolution

Resolutions submitted to the UK Listing Authority

Centrica plc has today submitted to the UK Listing Authority, copies of resolutions other than ordinary business passed at the Annual General Meeting. This document will shortly be available for inspection at the UK Listing Authority’s document viewing facility situated at:

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