Reed Elsevier NV AGM 24 April 2013

  Reed Elsevier NV AGM 24 April 2013

Business Wire

AMSTERDAM -- April 24, 2013

Regulatory News:

Reed Elsevier NV announces that the Annual General Meeting of Shareholders
(AGM), held in Amsterdam on 24 April, approved the 2012 financial statements
and determined the total dividend for 2012 at € 0.467 per ordinary share of €
0.07 nominal value. After taking account of the interim dividend paid in
August 2012 of € 0.130 per ordinary share the final dividend is € 0.337 per
ordinary share.

All resolutions were approved by the AGM. These include: the appointment of Dr
Wolfhart Hauser as member of the Supervisory Board, the re-appointment of Erik
Engstrom and Duncan Palmer as members of the Executive Board and the
re-appointment of all members of the Supervisory Board. The proposal to
implement the one-tier board governance structure at the Company has also been
approved.

The results of the voting on each resolution are set out below:

Resolution              For          %     Against     %     Votes
                                                                  withheld
                                                                             
3. Adoption of the
2012 Annual Financial    470,785,882   100    11,650       0      1,200,515
Statements
4a. Release from
liability of members     460,244,125   97.8   10,443,696   2.22   1,310,303
of
the Executive Board
4b. Release from
liability of members     460,242,263   97.8   10,443,471   2.22   1,310,291
of
the Supervisory Board
5. Determination and
distribution of          470,797,811   100    3,570        0      1,200,322
dividend
6. Appointment of        461,539,545   98.2   8,597,863    1.83   1,864,218
external auditors
7a. Appointment Dr       470,753,704   100    37,932       0.01   1,210,066
Wolfhart Hauser
7b. Re-appointment       459,691,922   100    30,029       0.01   12,279,673
Anthony Habgood
7c. Re-appointment       470,753,639   100    35,499       0.01   1,209,065
Adrian Hennah
7d. Re-appointment       470,756,058   100    36,785       0.01   1,208,852
Lisa Hook
7e. Re-appointment       470,782,340   100    10,291       0      1,209,072
Marike van Lier Lels
7f. Re-appointment       470,772,044   100    19,866       0      1,209,716
Robert Polet
7g. Re-appointment       470,756,177   100    36,619       0.01   1,208,907
Linda S. Sanford
7h. Re-appointment Ben   470,775,492   100    17,874       0      1,208,337
van der Veer
8a. Re-appointment       470,752,336   100    42,016       0.01   1,207,351
Erik Engstrom
8b. Re-appointment       470,751,817   100    42,277       0.01   1,207,389
Duncan Palmer
9. Implementation of
the one-tier board       470,638,236   100    55,220       0.01   1,308,247
governance structure
at the Company
10a. Amendment to the    458,169,301   97.5   11,809,279   2.51   2,019,615
remuneration policy
10b. Proposal for a      458,632,132   97.4   12,147,289   2.58   1,218,774
new LTIP
10c. Proposal for        437,897,046   93     32,880,775   6.98   1,220,374
renewal of the ESOS
11. Delegation to the
Executive Board of
the authority to         467,679,603   99.7   1,305,627    0.28   3,012,973
acquire shares in the
Company
12a. Designation of
the Combined Board as
authorised body to
issue shares and to      411,546,616   87.4   59,252,660   12.6   1,202,419
grant rights to
acquire shares in the
capital of the Company
12b. Extension of the
designation of the
Combined Board as
authorised body to       392,321,589   83.4   78,224,463   16.6   1,455,643
limit or exclude
pre-emptive rights to
the issuance of shares

Note:

Votes ‘withheld’ are not counted in the calculation of the proportion of votes
‘for’ or ‘against’ a resolution.

-ENDS-

Issued on behalf of Reed Elsevier NV

Contact:

Reed Elsevier NV
 
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