Result of Annual General Meeting
The Annual General Meeting of Vodafone Group Plc was held at the Queen Elizabeth II Conference Centre, Broad Sanctuary, Westminster, London SW1 on Tuesday 27 July 2010.
The results of polls on all 24 resolutions were as follows:
| Resolution | Total votes validly cast | Percentage of relevant shares in issue (%) | For | Against | Withheld |
| 1. To receive the Company's accounts and reports of the directors and the auditor for the year ended 31 March 2010 | 36,464,016,265 | 69.14 | 36,309,102,184 | 154,914,081 | 98,052,123 |
| 2. To re-elect Sir John Bond as a director | 36,505,298,394 | 69.21 | 34,118,699,550 | 2,386,598,844 | 56,791,196 |
| 3. To re-elect John Buchanan as a director | 36,505,292,735 | 69.21 | 34,341,247,890 | 2,164,044,845 | 56,766,720 |
| 4. To re-elect Vittorio Colao as a director | 36,505,148,750 | 69.21 | 36,192,626,003 | 312,522,747 | 56,865,050 |
| 5. To re-elect Michel Combes as a director | 36,504,833,476 | 69.21 | 36,119,049,658 | 385,783,818 | 57,182,362 |
| 6. To re-elect Andy Halford as a director | 36,505,056,953 | 69.21 | 36,107,494,431 | 397,562,522 | 56,960,924 |
| 7. To re-elect Stephen Pusey as a director | 36,505,255,751 | 69.21 | 36,120,654,287 | 384,601,464 | 56,733,420 |
| 8. To re-elect Alan Jebson as a director | 36,505,122,299 | 69.21 | 36,241,980,514 | 263,141,785 | 56,894,023 |
| 9. To re-elect Samuel Jonah as a director | 36,505,205,215 | 69.21 | 36,219,804,786 | 285,400,429 | 56,813,125 |
| 10. To re-elect Nick Land as a director | 36,141,132,773 | 68.52 | 35,054,911,298 | 1,086,221,475 | 415,469,934 |
| 11. To re-elect Anne Lauvergeon as a director | 36,500,442,563 | 69.2 | 35,407,102,176 | 1,093,340,387 | 56,159,346 |
| 12. To re-elect Luc Vandevelde as a director | 36,505,021,467 | 69.21 | 36,225,973,980 | 279,047,487 | 56,941,548 |
| 13. To re-elect Anthony Watson as a director | 36,147,286,167 | 68.54 | 35,762,501,731 | 384,784,436 | 414,729,898 |
| 14. To re-elect Philip Yea as a director | 36,501,468,421 | 69.21 | 36,194,634,619 | 306,833,802 | 60,549,228 |
| 15. To approve a final dividend of 5.65p per ordinary share | 36,502,681,383 | 69.21 | 36,373,859,360 | 128,822,023 | 59,420,250 |
| 16. To approve the Remuneration Report | 36,180,637,330 | 68.6 | 34,739,599,342 | 1,441,037,988 | 380,323,800 |
| 17. To re-appoint Deloitte LLP as auditors | 36,438,385,680 | 69.09 | 36,256,584,964 | 181,800,716 | 123,669,513 |
| 18. To authorise the Audit Committee to determine the remuneration of the auditors | 36,504,604,086 | 69.21 | 36,358,874,519 | 145,729,567 | 57,474,913 |
| 19. To authorise the directors to allot shares | 36,074,016,787 | 68.4 | 32,716,428,184 | 3,357,588,603 | 488,075,532 |
| 20. To authorise the directors to dis-apply pre-emption rights | 36,388,204,355 | 68.99 | 34,047,954,721 | 2,340,249,634 | 173,816,479 |
| 21. To authorise the Company to purchase its own shares (section 701, Companies Act 2006) | 36,480,864,056 | 69.17 | 36,224,397,776 | 256,466,280 | 80,245,291 |
| 22. To adopt new Articles of Association | 36,147,223,928 | 68.53 | 35,756,481,480 | 390,742,448 | 413,862,951 |
| 23. To authorise the calling of a general meeting other than an Annual General Meeting on not less than 14 clear days' notice | 36,374,023,618 | 68.96 | 33,564,839,270 | 2,809,184,348 | 180,257,792 |
| 24. To approve the continued operation of the Vodafone Share Incentive Plan | 36,472,839,412 | 69.15 | 35,949,271,233 | 523,568,179 | 70,720,690 |
The number of ordinary shares in issue on 23 July 2010 (excluding shares held in Treasury) was 52,742,800,556. Shareholders are entitled to one vote per share. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
Resolutions 1 to 19 and resolution 24 were passed as ordinary resolutions and resolutions 20 to 23 were passed as special resolutions.
A copy of resolutions 22, 23 and 24 passed as special business at the Annual General Meeting is being submitted to the UK Listing Authority and will shortly be available for inspection at the UKLA document viewing facility, which is situated at:
Financial Services Authority
25 The North Colonnade
Canary Wharf
London
For further information:
Vodafone Group
Investor Relations
Tel: +44 (0) 1635 664447
Media Relations
Tel: +44 (0) 1635 664444
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