B&M European Value Retail S A : General Meeting

29 July 2022

B&M European Value Retail S.A.

AGM Voting Results

All resolutions proposed at the Annual General Meeting of the Company held on 28 July 2022 were passed on a poll by shareholders. The results of the poll were as follows.

							VOTES	%	VOTES	%	VOTES	% of ISC	VOTES
							FOR		AGAINST		TOTAL	VOTED	WITHHELD
1	To	receive	the	Directors
	Report	on	the	Annual
	Accounts of the Company for	690,135,303	99.8	1,613,795	0.2	691,749,098	69.09	1,769,229
	the year ended March 2022
2	To	receive the consolidated
	and unconsolidated Financial
	Statements	and	Annual
	Accounts for the financial year	690,135,303	99.8	1,613,795	0.2	691,749,098	69.09	1,769,229
	ended March 2022 and the
	Auditor's Reports thereon
3	To approve the consolidated
	Financial	Statements	and
	Annual	Accounts	of	the	690,135,303	99.8	1,613,795	0.2	691,749,098	69.09	1,769,229
	Company for the year ended
	26 March 2022

4	To	approve	the
	unconsolidated	Financial
	Statements and	Annual
	Accounts of the Company for	690,134,972	99.8	1,614,126	0.2	691,749,098	69.09	1,769,229
	the year ended 31 March
	2022
5	To approve the result of the
	Company for the year ended	692,447,944	100	0	0.0	692,447,944	69.16	1,070,383
	31 March 2022 and allocation
6	To approve the total dividend
	of the Company for the year	692,448,944	100	0	0.0	692,448,944	69.16	1,069,383
	ended 31 March 2022
7	To receive and approve the
	annual report on the Directors'	637,198,382	94.3	38,312,060	5.7	675,510,442	67.47	18,007,885
	Remuneration
8	To discharge each of the
	Directors for the financial year	687,806,873	99.5	3,355,234	0.5	691,062,107	69.03	2,356,220
	ended 31 March 2022
9	To re-elect Peter Bamford as
	a Director			660,170,568	95.3	32,277,376	4.7	692,447,944	69.16	1,070,383
10	To re-elect Simon Arora as a
	Director			671,929,416	97.0	20,518,528	3.0	692,447,944	69.16	1,070,383
11	To re-elect Alejandro Russo
	as a Director		689,686,373	99.6	2,760,947	0.4	692,447,320	69.16	1,071,007
12	To re-elect Ron McMillan as a
	Director			584,930,361	86.5	91,350,493	13.5	676,280,854	67.55	17,237,473

13	To re-elect Tiffany Hall as a
	Director						638,580,013	92.2	53,867,207	7.8	692,447,220	69.16	1,071,107
14	To re-elect Carolyn Bradley	667,183,563	96.4	25,263,757	3.6	692,447,320	69.16	1,071,007
	as a Director
15	To re-elect Paula MacKenzie	692,096,400	99.9	351,544	0.1	692,447,944	69.16	1,070,383
	as a Director
16	To discharge the Independent
	Auditor for the year ended 31	688,545,309	99.6	2,617,422	0.4	691,162,731	69.03	2,355,596
	March 2022
17	To	re-appoint	KPMG
	Luxembourg			Société
	Coopérative	as	Independent	677,254,487	98.0	13,579,622	2.0	690,834,149	68.99	2,684,178
	Auditor of the Company
18	To authorise the Directors to
	determine	the	Independent	678,868,282	98.0	13,579,622	2.0	692,447,944	69.16	1,070,383
	Auditor's remuneration
19	To authorise the Company to
	make market purchases of its
	ordinary shares of up to 10%	688,778,366	99.5	3,338,993	0.5	692,117,359	69.13	1,400,968
	of its ordinary issued shares *
20	To confirm the Board of
	Directors have full power to
	issue ordinary shares on a
	non-pre-emptive		basis	for	692,296,618	99.98	152,326	0.02	692,448,944	69.16	1,069,383
	cash representing 5% of the
	issued share capital of the
	Company		generally,	as
	provided	by	the	Articles	of

Association and to acknowledge the Directors' intention to comply with the Statement of Principles on

Dis-applyingPre-Emption Rights to the extent practical for a Luxembourg company

21 To confirm the Board of Directors have full power, in addition to any authority granted under resolution 20, to issue ordinary shares on a non-pre-emptive basis, for cash representing a further 5% of the issued share capital

of the Company	for	the	690,606,503	99.7	1,781,172	0.3	692,387,675	69.15	1,130,652
purposes	of financing	an
acquisition	or	a	capital
investment	(or	refinancing
such a transaction) as defined
in the Statement of Principles
on Dis-ApplyingPre-Emption
Rights, as provided by the
Articles of Association

• Whilst the Company seeks authority on an annual basis to perform share buybacks (as is customary for UK PLCs), the Board notes that it has no current intention of utilising this authority, reflecting the complexities of executing an on market buyback for a company incorporated in Luxembourg such as B&M. The
  Board continuously reviews the Group's capital structure and has regularly returned funds to all its shareholders by way of both ordinary and special dividends.

The results of the poll will also be posted on the Company's website at www.bandmretail.com

Please note that a vote withheld is not a vote in law and is not counted in the calculation of votes for and against a resolution.

The total number of shares of the Company in issue on the record date on 14 July 2022 (for being eligible to vote at the AGM) was 1,001,226,836 ordinary shares.

Enquiries

B&M European Value Retail S.A.

For further information please contact [phone]

Simon Arora, Chief Executive Officer

Alejandro Russo, Chief Financial Officer

[e-mail]