Result of AGM

FIRSTGROUP PLC

RESULT OF ANNUAL GENERAL MEETING (AGM)

FirstGroup plc (the ‘Company’) announces that, at the AGM held earlier today, all resolutions were duly passed by the Company’s shareholders on a poll.  The results of the poll are shown in the table below and will also be available on the Company’s website.

	Resolution	FOR		AGAINST		TOTAL	WITHHELD
		No. of Votes	% of Vote	No. of Votes	% of Vote	No. of Votes	No. of Votes
1.	To receive the Annual Report and Financial Statements for the year ended 31 March 2017	987,154,703	99.98	206,262	0.02	987,360,965	646,371
2.	To approve the Directors’ Annual Report on Remuneration	902,019,470	91.32	85,771,076	8.68	987,790,546	222,240
3.	To elect Richard Adam as a Director	763,414,845	77.28	224,406,688	22.72	987,821,533	191,254
4.	To elect Jimmy Groombridge as a Director	983,972,556	99.61	3,878,040	0.39	987,850,596	162,191
5.	To elect Martha Poulter as a Director	987,121,479	99.93	686,502	0.07	987,807,981	204,806
6.	To re-elect Warwick Brady as a Director	984,440,017	99.66	3,385,647	0.34	987,825,664	187,123
7.	To re-elect Matthew Gregory as a Director	984,957,444	99.71	2,859,650	0.29	987,817,094	195,693
8.	To re-elect Drummond Hall as a Director	984,426,862	99.66	3,398,321	0.34	987,825,183	187,604
9.	To re-elect Wolfhart Hauser as a Director	976,972,453	98.90	10,853,079	1.10	987,825,532	187,254
10.	To re-elect Tim O’Toole as a Director	985,235,158	99.74	2,597,084	0.26	987,832,242	179,270
11.	To re-elect Imelda Walsh as a Director	986,095,046	99.82	1,743,804	0.18	987,838,850	173,937
12.	To re-elect Jim Winestock as a Director	985,997,275	99.81	1,867,997	0.19	987,865,272	147,515
13.	To re-appoint Deloitte LLP as auditors	961,540,271	97.34	26,270,887	2.66	987,811,158	201,628
14.	To authorise the Directors to determine the remuneration of the auditors	985,600,099	99.77	2,265,936	0.23	987,866,035	146,751
15.	To authorise the Directors to allot shares	977,057,480	98.99	9,952,889	1.01	987,010,369	1,002,418
16.	To authorise the Directors to disapply pre-emption rights	968,183,319	99.74	2,528,026	0.26	970,711,345	17,301,442
17.	To disapply pre-emption rights for acquisitions or other capital investments	942,316,762	97.08	28,357,073	2.92	970,673,835	17,338,951
18.	To authorise the Directors to make market purchases of the Company’s shares	976,708,197	99.04	9,440,472	0.96	986,148,669	1,864,117
19.	To authorise the Company to make political donations and incur political expenditure	872,334,956	88.31	115,458,657	11.69	987,793,613	222,035
20.	To authorise the calling of general meetings on 14 clear days’ notice	961,865,830	97.38	25,912,820	2.62	987,778,650	234,137

Votes “For” and “Against” are expressed as a percentage of votes received. A “Vote withheld” is not a vote in law and is not counted in the calculation of the votes “For” and “Against” a resolution. Votes were cast for a total of 987,866,035 ordinary shares of 5 pence per share, representing 81.74% of the total number of votes capable of being cast at the AGM. The Company's issued share capital as at today's date is 1,208,614,263 ordinary shares and the number of votes per share is one. The Company held 157,229 shares in Treasury, which do not carry any voting rights. Resolutions 1 to 15 and 19 were proposed as Ordinary Resolutions and resolutions 16 to 18 and 20 as Special Resolutions.

The Board is pleased that shareholders voted in favour of all of the resolutions put to today's meeting.  However, the Board notes the 77.28% vote in favour of Resolution 3 (election of Richard Adam as a Director). The Board takes seriously its responsibility to keep in touch with shareholder opinion and as part of this continued dialogue will seek to engage with relevant shareholders.  The Board is confident that Richard's commercial acumen and experience from senior roles in large and complex international companies is of benefit to the Company.

Enquiries:

Faisal Tabbah, Head of Investor Relations
Stuart Butchers, Group Head of Media
Silvana Glibota-Vigo, Deputy Company Secretary
Tel: [phone]