Proxy Appointment Disclosure: 2 May 2007

The Annual General Meeting of Panmure Gordon & Co. plc was held on 2 May 2007

PROXY APPOINTMENT DISCLOSUREThe Annual General Meeting of Panmure Gordon & Co. plc was held on 2 May 2007.

All resolutions put to the meeting were approved and were decided on a show of hands.

The following levels of proxy appointments and associated instructions were received prior to the meeting.

Resolution Number – Resolution
For: Number of shares [% of total]
Against: Number of shares [% of total]
Chairman’s discretion (see note 1): Number of shares [% of total]
Votes withheld
Total proxy votes cast (see note 2)

1 – Receipt of the accounts for the year ended 31 December 2006
For: 25,471,531 [99.11%]
Against: 218,060 [0.85%]
Chairman’s discretion: 10,249 [0.04%]
Votes withheld: 688,995
Total proxy votes cast: 25,699,840

2 – Election of Simon Heale as a Director
For: 26,346,812 [99.94%]
Against: 3,701 [0.01%]
Chairman’s discretion: 12,099 [0.05%]
Votes withheld: 26,223
Total proxy votes cast: 26,362,612

3 – Election of Michael Moe as a Director
For: 21,818,307 [99.74%]
Against: 45,694 [0.21%]
Chairman’s discretion: 11,899 [0.05%]
Votes withheld: 26,323
Total proxy votes cast: 21,875,900

4 – Election of Deborah Quazzo as a Director
For: 21,818,082 [99.74%]
Against: 42,979 [0.2%]
Chairman’s discretion: 14,800 [0.06%]
Votes withheld: 26,362
Total proxy votes cast: 21,875,861

5 – Re-election of David Liddell as a Director
For: 21,819,498 [99.74%]
Against: 44,382 [0.2%]
Chairman’s discretion: 11,973 [0.06%]
Votes withheld: 26,370
Total proxy votes cast: 21,875,853

6 – Re-appointment of KPMG Audit Plc as auditors
For: 26,374,175 [99.95%]
Against: 1,995 [0.01%]
Chairman’s discretion: 11,303 [0.04%]
Votes withheld: 1,362
Total proxy votes cast: 26,387,473

7 – Authority to set the remuneration of the auditors
For: 26,375,437 [99.95%]
Against: 794 [0%]
Chairman’s discretion: 11,192 [0.05%]
Votes withheld: 1,412
Total proxy votes cast: 26,387,423

8 – Approval of the Directors’ Remuneration Report
For: 26,321,688 [99.77%]
Against: 49,023 [0.19%]
Chairman’s discretion: 11,648 [0.04%]
Votes withheld: 4,786
Total proxy votes cast: 26,382,359

9 – Authority to allot relevant securities
For: 25,433,183 [98.96%]
Against: 255,092 [0.99%]
Chairman’s discretion: 11,258 [0.05%]
Votes withheld: 689,302
Total proxy votes cast: 25,699,533

10 – Approval of the Overseas Share Option Plan and amendments to existing plans
For: 22,557,188 [87.79%]
Against: 3,125,385 [12.16%]
Chairman’s discretion: 11,325 [0.05%]
Votes withheld: 694,937
Total proxy votes cast: 25,693,898

11 – Adoption of the shareholder communication provisions
For: 26,342,191 [99.93%]
Against: 1,930 [0.01%]
Chairman’s discretion: 15,288 [0.06%]
Votes withheld: 29,426
Total proxy votes cast: 26,359,409

12 – Authority to disapply the statutory pre-emption rights
For: 23,924,184 [93.1%]
Against: 1,756,745 [6.84%]
Chairman’s discretion: 16,847 [0.06%]
Votes withheld: 691,059
Total proxy votes cast: 25,697,776

13 – Authority to make market purchases of own shares
For: 26,342,630 [99.83%]
Against: 28,985 [0.11%]
Chairman’s discretion: 15,289 [0.06%]
Votes withheld: 1,154
Total proxy votes cast: 26,386,904

14 – Changes to the Articles of Association
For: 26,332,183 [99.8%]
Against: 39,814 [0.15%]
Chairman’s discretion: 12,856 [0.05%]
Votes withheld: 3,982
Total proxy votes cast: 26,384,853

Notes:
1. Where shareholders have appointed the Chairman of the meeting as their proxy with discretion as to voting, those votes have been cast in favour of all the resolutions.

2. Excludes votes withheld

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