Correction - Announcement of Annual General Meeting Results
19 maj, 13:40
Correction:
The descriptions for Resolutions 8 and 9 were inadvertently transposed in the previous announcement.
The voting results set out below are correct.
19 May 2026
Capita plc (‘Capita’ or ‘the Company’)
Announcement of Annual General Meeting Results
The Company announces that, at the Annual General Meeting of Capita plc held at 10.30 a.m. on 18 May 2026 at The Storey Club, 4 Kingdom Street, Paddington, London W2 6BD (the ‘AGM’), all the resolutions set out in the Notice of General Meeting published by the Company on 31 March 2026 (the ‘Notice), were duly passed without amendment on a poll by the requisite majority of shareholders of the Company.
The Board would like to thank all shareholders who participated in the AGM.
The full text of the Resolutions is set out in the Notice.
RESOLUTION | VOTES FOR* | %** | VOTES AGAINST | %** | VOTES TOTAL | % OF ISC VOTED** | VOTES WITHHELD*** | |
ORDINARY RESOLUTIONS: | ||||||||
1 | To approve the Report & Accounts for the year ended 31 December 2025. | 70,001,842 | 99.74 | 184,838 | 0.26 | 70,186,680 | 58.09 | 179,811 |
2 | To approve the Directors’ Remuneration Report. | 69,819,341 | 99.48 | 367,665 | 0.52 | 70,187,006 | 58.09 | 179,485 |
3 | To re-elect David Lowden as a Director. | 67,890,112 | 96.71 | 2,310,221 | 3.29 | 70,200,333 | 58.10 | 166,158 |
4 | To re-elect Adolfo Hernandez as a Director. | 70,139,104 | 99.74 | 182,534 | 0.26 | 70,321,638 | 58.20 | 44,853 |
5 | To re-elect Pablo Andres as a Director. | 70,254,536 | 99.94 | 44,232 | 0.06 | 70,298,768 | 58.18 | 67,723 |
6 | To re-elect Georgina Harvey as a Director. | 70,092,092 | 99.85 | 107,816 | 0.15 | 70,199,908 | 58.10 | 166,292 |
7 | To re‑elect Nneka Abulokwe as a Director (withdrawn - see note 1 below) | |||||||
8 | To re-elect Jack Clarke as a Director. | 70,138,830 | 99.89 | 75,064 | 0.11 | 70,213,894 | 58.11 | 152,597 |
9 | To re-elect Neelam Dhawan as a Director. | 67,167,987 | 95.68 | 3,032,051 | 4.32 | 70,200,038 | 58.10 | 166,453 |
10 | To re-appoint KPMG LLP as Auditor of the Company. | 69,823,283 | 99.31 | 483,639 | 0.69 | 70,306,922 | 58.19 | 59,569 |
11 | To authorise the Audit and Risk Committee to determine the Auditor’s remuneration. | 70,250,113 | 99.90 | 69,960 | 0.10 | 70,320,073 | 58.20 | 46,418 |
12 | To authorise the Directors to allot shares. | 70,119,754 | 99.73 | 192,497 | 0.27 | 70,312,251 | 58.19 | 54,240 |
SPECIAL RESOLUTIONS† | ||||||||
13 | To authorise the Company to dis-apply statutory pre-emption rights. | 69,600,713 | 99.11 | 625,732 | 0.89 | 70,226,445 | 58.12 | 56,171 |
14 | To approve the calling of a general meeting other than an annual general meeting on not less than 14 clear days’ notice. | 70,234,020 | 99.87 | 94,027 | 0.13 | 70,328,047 | 58.20 | 38,444 |
15 | To authorise market purchase of shares. | 70,295,482 | 99.96 | 27,172 | 0.04 | 70,322,654 | 58.20 | 43,837 |
Other information
† Special resolution (75% majority required).
* Votes in favour include votes where the Chair of the Annual General Meeting was given discretion regarding how to vote.
** Percentages are expressed as a proportion of total votes cast (which does not include votes withheld).
*** A 'vote withheld' is not a vote under English law and is not counted in the calculation of votes 'for' and 'against' the Resolution.
(1) As announced on 28 April 2026, Nneka Abulokwe decided not to stand for re‑election at the 2026 AGM to focus on her other board and advisory roles. Accordingly, Resolution 7 (as set out in the Notice) was withdrawn on 28 April 2026 and was not put to the meeting.
(2) The issued share capital of the Company as at 6.00 pm (UK time) on Thursday 14 May 2026 (the time by which shareholders who wanted to attend, speak and vote at the General Meeting were entered on the Register) was 120,830,667 ordinary shares, with no shares held in treasury. The total number of voting rights in the Company was therefore 120,830,667.
(3) In accordance with Listing Rule 6.4.2R, a copy of this document has been submitted to the National Storage Mechanism, which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For more information, please contact:
Investor enquiries
Helen Parris
Director of Investor Relations
Email: IRteam@capita.co.uk
Stephanie Little
Head of Investor Relations
Email: IRteam@capita.co.uk
Media enquiries
Tel: 020 7654 2399
Email: media@capita.co.uk
About Capita plc: Capita is a modern outsourcer, helping clients across the public and private sectors run complex business processes more efficiently, creating better consumer experiences. Operating across eight countries supporting primarily UK and European clients with people-based services underpinned by market-leading technology. We play an integral role in society - our work matters to the lives of the millions of people who rely on us every day.
Correction - Announcement of Annual General Meeting Results
19 maj, 13:40
Correction:
The descriptions for Resolutions 8 and 9 were inadvertently transposed in the previous announcement.
The voting results set out below are correct.
19 May 2026
Capita plc (‘Capita’ or ‘the Company’)
Announcement of Annual General Meeting Results
The Company announces that, at the Annual General Meeting of Capita plc held at 10.30 a.m. on 18 May 2026 at The Storey Club, 4 Kingdom Street, Paddington, London W2 6BD (the ‘AGM’), all the resolutions set out in the Notice of General Meeting published by the Company on 31 March 2026 (the ‘Notice), were duly passed without amendment on a poll by the requisite majority of shareholders of the Company.
The Board would like to thank all shareholders who participated in the AGM.
The full text of the Resolutions is set out in the Notice.
RESOLUTION | VOTES FOR* | %** | VOTES AGAINST | %** | VOTES TOTAL | % OF ISC VOTED** | VOTES WITHHELD*** | |
ORDINARY RESOLUTIONS: | ||||||||
1 | To approve the Report & Accounts for the year ended 31 December 2025. | 70,001,842 | 99.74 | 184,838 | 0.26 | 70,186,680 | 58.09 | 179,811 |
2 | To approve the Directors’ Remuneration Report. | 69,819,341 | 99.48 | 367,665 | 0.52 | 70,187,006 | 58.09 | 179,485 |
3 | To re-elect David Lowden as a Director. | 67,890,112 | 96.71 | 2,310,221 | 3.29 | 70,200,333 | 58.10 | 166,158 |
4 | To re-elect Adolfo Hernandez as a Director. | 70,139,104 | 99.74 | 182,534 | 0.26 | 70,321,638 | 58.20 | 44,853 |
5 | To re-elect Pablo Andres as a Director. | 70,254,536 | 99.94 | 44,232 | 0.06 | 70,298,768 | 58.18 | 67,723 |
6 | To re-elect Georgina Harvey as a Director. | 70,092,092 | 99.85 | 107,816 | 0.15 | 70,199,908 | 58.10 | 166,292 |
7 | To re‑elect Nneka Abulokwe as a Director (withdrawn - see note 1 below) | |||||||
8 | To re-elect Jack Clarke as a Director. | 70,138,830 | 99.89 | 75,064 | 0.11 | 70,213,894 | 58.11 | 152,597 |
9 | To re-elect Neelam Dhawan as a Director. | 67,167,987 | 95.68 | 3,032,051 | 4.32 | 70,200,038 | 58.10 | 166,453 |
10 | To re-appoint KPMG LLP as Auditor of the Company. | 69,823,283 | 99.31 | 483,639 | 0.69 | 70,306,922 | 58.19 | 59,569 |
11 | To authorise the Audit and Risk Committee to determine the Auditor’s remuneration. | 70,250,113 | 99.90 | 69,960 | 0.10 | 70,320,073 | 58.20 | 46,418 |
12 | To authorise the Directors to allot shares. | 70,119,754 | 99.73 | 192,497 | 0.27 | 70,312,251 | 58.19 | 54,240 |
SPECIAL RESOLUTIONS† | ||||||||
13 | To authorise the Company to dis-apply statutory pre-emption rights. | 69,600,713 | 99.11 | 625,732 | 0.89 | 70,226,445 | 58.12 | 56,171 |
14 | To approve the calling of a general meeting other than an annual general meeting on not less than 14 clear days’ notice. | 70,234,020 | 99.87 | 94,027 | 0.13 | 70,328,047 | 58.20 | 38,444 |
15 | To authorise market purchase of shares. | 70,295,482 | 99.96 | 27,172 | 0.04 | 70,322,654 | 58.20 | 43,837 |
Other information
† Special resolution (75% majority required).
* Votes in favour include votes where the Chair of the Annual General Meeting was given discretion regarding how to vote.
** Percentages are expressed as a proportion of total votes cast (which does not include votes withheld).
*** A 'vote withheld' is not a vote under English law and is not counted in the calculation of votes 'for' and 'against' the Resolution.
(1) As announced on 28 April 2026, Nneka Abulokwe decided not to stand for re‑election at the 2026 AGM to focus on her other board and advisory roles. Accordingly, Resolution 7 (as set out in the Notice) was withdrawn on 28 April 2026 and was not put to the meeting.
(2) The issued share capital of the Company as at 6.00 pm (UK time) on Thursday 14 May 2026 (the time by which shareholders who wanted to attend, speak and vote at the General Meeting were entered on the Register) was 120,830,667 ordinary shares, with no shares held in treasury. The total number of voting rights in the Company was therefore 120,830,667.
(3) In accordance with Listing Rule 6.4.2R, a copy of this document has been submitted to the National Storage Mechanism, which is located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For more information, please contact:
Investor enquiries
Helen Parris
Director of Investor Relations
Email: IRteam@capita.co.uk
Stephanie Little
Head of Investor Relations
Email: IRteam@capita.co.uk
Media enquiries
Tel: 020 7654 2399
Email: media@capita.co.uk
About Capita plc: Capita is a modern outsourcer, helping clients across the public and private sectors run complex business processes more efficiently, creating better consumer experiences. Operating across eight countries supporting primarily UK and European clients with people-based services underpinned by market-leading technology. We play an integral role in society - our work matters to the lives of the millions of people who rely on us every day.
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