The Annual General Meeting of Panmure Gordon & Co. plc was held on 22 May 2013. 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.

1. Receipt of the accounts for the year ended 31 December 2012

For 108,421,559 shares (99.94%)

Against 6,339 shares (0.01%)

Discretion 57,563 shares (0.05%)

Votes withheld 59,505 shares

Total proxy votes cast 108,485,461 shares

2. Election of Tamim Al-Kawari as a Director

For 108,385,507 shares (99.93%)

Against 15,342 shares (0.01%)

Discretion 57,595 shares (0.06%)

Votes withheld 86,522 shares

Total proxy votes cast 108,458,444 shares

3. Election of Caspar Warre as a Director

For 108,385,477 shares (99.93%)

Against 13,505 shares (0.01%)

Discretion 57,595 shares (0.06%)

Votes withheld 88,389 shares

Total proxy votes cast 108,456,577 shares

4. Re-election of Anthony Cann as a Director

For 108,010,019 shares (99.61%)

Against 359,884 shares (0.33%)

Discretion 57,595 shares (0.06%)

Votes withheld 87,468 shares

Total proxy votes cast 108,427,498 shares

5. Re-appointment of KPMG Audit Plc as auditors

For 108,416,720 shares (99.93%)

Against 13,803 shares (0.01%)

Discretion 57,520 shares (0.06%)

Votes withheld 56,923 shares

Total proxy votes cast 108,488,043 shares

6. Authority to agree the remuneration of the auditors

For 108,421,693 shares (99.94%)

Against 8,699 shares (0.01%)

Discretion 57,527 shares (0.05%)

Votes withheld 57,047 shares

Total proxy votes cast 108,487,919 shares

7. Approval of the Directors’ remuneration report

For 108,370,956 shares (99.89%)

Against 56,619 shares (0.05%)

Discretion 57,318 shares (0.06%)

Votes withheld 60,073 shares

Total proxy votes cast 108,484,893 shares

8. Authority to allot shares

For 108,377,270 shares (99.90%)

Against 52,970 shares (0.05%)

Discretion 57,475 shares (0.05%)

Votes withheld 57,251 shares

Total proxy votes cast 108,487,715 shares

9. Authority to disapply pre-emption rights

For 108,375,120 shares (99.89%)

Against 107,059 shares (0.10%)

Discretion 7,521 shares (0.01%)

Votes withheld 55,266 shares

Total proxy votes cast 108,489,700 shares

10. Authority to purchase own shares

For 108,374,732 shares (99.90%)

Against 54,735 shares (0.05%)

Discretion 57,521 shares (0.05%)

Votes withheld 57,978 shares

Total proxy votes cast 108,486,988 shares

11. Authority to allot shares in relation to a share capital reorganisation

For 108,371,171 shares (99.89%)

Against 58,360 shares (0.05%)

Discretion 57,310 shares (0.06%)

Votes withheld 57,978 shares

Total proxy votes cast 108,486,841 shares

12. Amendment of the articles of association

For 108,371,071 shares (99.92%)

Against 26,288 shares (0.02%)

Discretion 57,648 shares (0.06%)

Votes withheld 89,959 shares

Total proxy votes cast 108,455,007 shares

Note:

The total number of proxy votes cast excludes votes withheld.