Stagecoach Group PLC: Result of AGM

At the Annual General Meeting (“AGM”) of Stagecoach Group plc (the "Company") held earlier today, 31 August 2018, shareholders duly passed all of the resolutions proposed. Each of the resolutions put to the AGM was voted on by way of a poll.

Resolutions 1 to 17 (inclusive) were passed as ordinary resolutions and resolutions 18 to 21 (inclusive) were passed as special resolutions. The votes received in respect of each of the resolutions were as follows:

Resolution Votes For % For Votes Against % Against Total votes Total votes as % of total voting rights Votes Withheld
1.  To receive the 2018 Annual Report and the reports of the Directors and auditors thereon 453,608,912 99.98 82,329 0.02  453,691,241 79.12 % 1,686,632
2.  To approve the Directors’ remuneration report (other than the summary of the Directors’ remuneration policy) 412,785,612 91.01 40,781,294 8.99  453,566,906 79.10 % 1,810,965
3.   To declare a final dividend 455,361,849 100.00 16,127 0.00  455,377,976 79.42 % 2,998
4.   To re-elect Gregor Alexander as a Director 454,246,242 99.83 779,146 0.17  455,025,388 79.36 % 355,585
5.    To re-elect James Bilefield as a Director 454,131,756 99.74 1,168,520 0.26  455,300,276 79.40 % 80,698
6.   To re-elect Sir Ewan Brown as a Director 445,892,337 98.25 7,963,839 1.75  453,856,176 79.15 % 1,524,797
7.    To re-elect Ann Gloag as a Director 453,529,967 99.61 1,772,466 0.39  455,302,433 79.40 % 78,541
8.   To re-elect Martin Griffiths as a Director 453,964,570 99.70 1,361,231 0.30  455,325,801 79.41 % 55,173
9.    To re-elect Ross Paterson as a Director 453,799,469 99.67 1,497,930 0.33  455,297,399 79.40 % 83,575
10.   To re-elect Sir Brian Souter as a Director 434,910,092 95.52 20,376,640 4.48  455,286,732 79.40 % 94,241
11.   To re-elect Karen Thomson as a Director 454,551,878 99.83 752,282 0.17  455,304,160 79.41 % 76,814
12.    To re-elect Ray O’Toole as a Director 453,757,700 99.66 1,547,931 0.34  455,305,631 79.41 % 75,343
13.    To re-elect Will Whitehorn as a Director 454,162,031 99.75 1,158,714 0.25  455,320,745 79.41 % 60,229
14.   To re-appoint Ernst & Young LLP as auditors 455,136,631 99.96 161,634 0.04  455,298,265 79.40 % 82,709
15.    To authorise the Audit Committee to  determine    the auditors’ remuneration 455,205,098 99.98 108,527 0.02  455,313,625 79.41 % 64,248
16.    To authorise political donations 453,297,877 99.57 1,952,539 0.43  455,250,416 79.40 % 130,558
17.   To authorise the Directors to allot shares 452,055,484 99.28 3,281,697 0.72  455,337,181 79.41 % 40,692
18.   To disapply statutory pre-emption rights attaching   to shares 454,957,541 99.93 314,829 0.07  455,272,370 79.40 % 100,811
19.    To disapply statutory pre-emption rights in     connection  with an acquisition or specified capital  investment 452,936,560 99.49 2,333,754 0.51  455,270,314 79.40 % 107,558
20.   To authorise the Company to purchase its  ordinary shares 454,375,302 99.84 732,030 0.16  455,107,332 79.37 % 270,540
21.    To approve the notice period for calling general meetings 447,978,444 98.39 7,353,000 1.61  455,331,444 79.41 % 46,429

Notes:

The percentages of votes “For” and “Against” each resolution are expressed as a percentage of the total of the votes “For” and votes “Against” the resolution (together the “Total Votes”). A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes “For” and “Against” a resolution.

The “Total votes as % of total voting rights” column shows the percentage that the Total Votes on that resolution represent of the total number of voting rights attached to shares in issue at the date of the AGM. The total number of voting rights attached to shares in issue at the date of the AGM excluding shares held in treasury was 573,393,432.

In accordance with the Financial Conduct Authorities Listing Rule 9.6.2, copies of all the resolutions passed other than resolutions concerning ordinary business have been submitted today to the National Storage Mechanism ("NSM") and will shortly be available for inspection on the NSM's website at http://www.morningstar.co.uk/uk/NSM .

For further information, please contact:

Stagecoach Group plc                                                                                        www.stagecoach.com

Mike Vaux, Company Secretary                                                                       01738 442111

31 August 2018