Result of AGM

Result of AGM

Centrica PLC

10 May 2010

Centrica plc

2010 Annual General Meeting – Poll results and documents submitted to the UK Listing Authority

The Centrica plc Annual General Meeting was held on Monday, 10 May 2010. Each resolution was passed and the results of the poll on each resolution are set out below:

Resolution 1:

To receive the Accounts and the Reports of the Directors and the Auditors for the year ended 31 December 2009.

For*:	Â	3,245,816,654 ordinary shares (99.92% of votes cast)
Against:		2,508,261 ordinary shares (0.08% of votes cast)
Withheld**:		6,211,279 ordinary shares (0.12% of shares in issue)
Total votes cast:		3,254,536,194 ordinary shares (63.25% of shares in issue)

Resolution 2:

To approve the Remuneration Report for the year ended 31 December 2009.

For*:	Â	3,157,318,403 ordinary shares (98.00% of votes cast)
Against:		64,524,110 ordinary shares (2.00% of votes cast)
Withheld**:		32,603,465 ordinary shares (0.63% of shares in issue)
Total votes cast:		3,254,445,978 ordinary shares (63.25% of shares in issue)

Resolution 3:

To approve a final dividend of 9.14 pence per ordinary share to those shareholders on the register of members at close of business on 30 April 2010.

For*:	Â	3,253,934,168 ordinary shares (99.99% of votes cast)
Against:		222,170 ordinary shares (0.01% of votes cast)
Withheld**:		442,490 ordinary shares (0.01% of shares in issue)
Total votes cast:		3,254,598,828 ordinary shares (63.25% of shares in issue)

Resolution 4:

To reappoint Roger Carr as a Director of the Company.

For*:	Â	3,097,202,713 ordinary shares (95.21% of votes cast)
Against:		155,738,743 ordinary shares (4.79% of votes cast)
Withheld**:		1,536,727 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,478,183 ordinary shares (63.25% of shares in issue)

Resolution 5:

To reappoint Helen Alexander as a Director of the Company.

For*:	Â	3,122,937,957 ordinary shares (96.01% of votes cast)
Against:		129,952,345 ordinary shares (3.99% of votes cast)
Withheld**:		1,606,567 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,496,869 ordinary shares (63.25% of shares in issue)

Resolution 6:

To reappoint Phil Bentley as a Director of the Company.

For*:	Â	3,110,250,822 ordinary shares (95.61% of votes cast)
Against:		142,779,058 ordinary shares (4.39% of votes cast)
Withheld**:		1,488,314 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,518,194 ordinary shares (63.25% of shares in issue)

Resolution 7:

To reappoint Nick Luff as a Director of the Company.

For*:	Â	3,111,096,147 ordinary shares (95.64% of votes cast)
Against:		141,667,095 ordinary shares (4.36% of votes cast)
Withheld**:		1,670,006 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,433,248 ordinary shares (63.25% of shares in issue)

Resolution 8:

To reappoint Chris Weston as a Director of the Company.

For*:	Â	3,146,252,037 ordinary shares (96.72% of votes cast)
Against:		106,573,981 ordinary shares (3.28% of votes cast)
Withheld**:		1,655,971 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,481,989 ordinary shares (63.25% of shares in issue)

Resolution 9:

To reappoint PricewaterhouseCoopers LLP as Auditors of the Company, to hold office until the conclusion of the next general meeting at which accounts are laid.

For*:	Â	3,192,909,948 ordinary shares (99.40% of votes cast)
Against:		19,424,357 ordinary shares (0.60% of votes cast)
Withheld**:		42,169,832 ordinary shares (0.82% of shares in issue)
Total votes cast:		3,254,504,137 ordinary shares (63.25% of shares in issue)

Resolution 10:

To authorise the Directors to determine the Auditors' remuneration.

For*:	Â	3,223,405,010 ordinary shares (99.72% of votes cast)
Against:		9,068,024 ordinary shares (0.28% of votes cast)
Withheld**:		21,891,897 ordinary shares (0.43% of shares in issue)
Total votes cast:		3,254,364,931 ordinary shares (63.25% of shares in issue)

Resolution 11:

Authority for the Company to make political donations.

For*:	Â	3,131,139,465 ordinary shares (97.92% of votes cast)
Against:		66,431,144 ordinary shares (2.08% of votes cast)
Withheld**:		56,733,618 ordinary shares (1.10% of shares in issue)
Total votes cast:		3,254,304,227 ordinary shares (63.25% of shares in issue)

Resolution 12:

Authority for the Directors of the Company to allot unissued shares or to grant rights to subscribe for or convert any security into shares in the Company.

For*:	Â	3,034,484,015 ordinary shares (94.85% of votes cast)
Against:		164,789,120 ordinary shares (5.15% of votes cast)
Withheld**:		55,297,619 ordinary shares (1.07% of shares in issue)
Total votes cast:		3,254,570,754 ordinary shares (63.25% of shares in issue)

Resolution 13***:

Authority for the Directors to allot unissued share capital without first offering shares to existing shareholders in proportion to their existing holdings.

For*:	Â	3,185,874,618 ordinary shares (98.47% of votes cast)
Against:		49,642,671 ordinary shares (1.53% of votes cast)
Withheld**:		18,620,533 ordinary shares (0.36% of shares in issue)
Total votes cast:		3,254,137,822 ordinary shares (63.24% of shares in issue)

Resolution 14***:

Authority for the Company to purchase its own shares, subject to a limit of 10% of the present issued share capital.

For*:	Â	3,244,397,196 ordinary shares (99.74% of votes cast)
Against:		8,352,948 ordinary shares (0.26% of votes cast)
Withheld**:		1,537,703 ordinary shares (0.03% of shares in issue)
Total votes cast:		3,254,287,847 ordinary shares (63.25% of shares in issue)

Resolution 15***:

Adoption of new Articles of Association.

For*:	Â	3,210,635,513 ordinary shares (99.57% of votes cast)
Against:		14,011,534 ordinary shares (0.43% of votes cast)
Withheld**:		29,537,193 ordinary shares (0.57% of shares in issue)
Total votes cast:		3,254,184,240 ordinary shares (63.25% of shares in issue)

Resolution 16***:

Authority to call general meetings other than an annual general meeting on not less than 14 clear days’ notice.

For*:	Â	3,050,653,115 ordinary shares (94.15% of votes cast)
Against:		189,519,304 ordinary shares (5.85% of votes cast)
Withheld**:		14,067,119 ordinary shares (0.27% of shares in issue)
Total votes cast:		3,254,239,538 ordinary shares (63.25% of shares in issue)

Notes to the disclosure:

* Includes discretionary votes received

** A ‘Vote Withheld’ is not a vote in law and is not counted towards the proportion of votes ‘For’ or ‘Against’ a resolution

*** Indicates a Special Resolution

Documents submitted to the UK Listing Authority

Centrica plc has today submitted to the UK Listing Authority, copies of the new Articles of Association of the Company passed at the Annual General Meeting. This document will shortly be available for inspection at the UK Listing Authority’s document viewing facility situated at:

The Financial Services Authority
25 The North Colonnade25 The North Colonnade
Canary WharfCanary Wharf
London E14 5HSLondon E14 5HS

Further enquiries:
Luke ThomasLuke Thomas
Deputy Secretary, Centrica plcDeputy Secretary, Centrica plc
10 May 2010 10 May 2010