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Resolutions

The Annual General Meeting of Vodafone Group Plc was held at the Queen Elizabeth II Conference Centre, Broad Sanctuary, Westminster, London SW1 on Tuesday 29 July 2008.

The results of polls on all 22 resolutions were as follows:

Title

Resolution For - Votes Against - Votes Votes Withheld - Votes
1. Receive report of the directors 36,504,589,675 56,604,650 51,455,419
2. Re-elect Sir John Bond 36,232,849,160 341,626,044 38,210,921
3. Re-elect John Buchanan 36,538,669,472 35,131,233 38,730,378
4. Re-elect Vittorio Colao 36,538,678,224 35,535,718 38,388,965
5. Re-elect Andrew Halford 36,540,969,789 34,943,809 38,616,051
6. Re-elect Alan Jebson 36,536,990,814 35,059,178 40,436,426
7. Re-elect Nick Land 35,871,183,693 363,518,539 377,751,526
8. Re-elect Anne Lauvergeon 36,531,722,660 39,773,609 39,946,958
9. Re-elect Simon Murray 36,471,981,915 98,560,301 41,473,225
10. Re-elect Luc Vandevelde 36,529,933,620 40,058,070 42,413,419
11. Re-elect Anthony Watson 36,537,497,869 36,976,793 37,952,358
12. Re-elect Philip Yea 36,536,082,072 37,330,531 39,059,661
13. To approve a final dividend 5.02p 36,576,872,760 9,103,199 26,934,543
14. Approve Remuneration Report 33,638,939,774 1,343,353,440 1,613,384,125
15. Re-appoint auditors 35,912,606,374 172,873,009 527,031,792
16. Auditors remuneration 36,310,214,071 88,045,588 214,288,746
17. Authority to allot shares 34,475,525,727 2,086,482,650 50,441,250
18. Dis-apply pre-emption rights 34,637,995,524 1,916,361,295 58,217,976
19. Purchase own shares (s166) 36,483,612,453 94,960,164 34,119,386
20. To authorise political donations 35,748,611,369 767,149,678 96,876,369
21. Adopt new Articles of Association 35,908,127,671 385,242,744 319,153,641
22. To approve Sharesave Plan Rules 36,433,590,749 122,513,740 57,154,262
 

Resolutions 1 to 17, 20 and 22 proposed by the directors were passed as ordinary resolutions and resolutions 18, 19 and 21 proposed by the directors were passed as special resolutions.

Stephen Scott
Group General Counsel and Company Secretary