Annual Report, Notices of Meetings and Directorate changes

14 June 2018

Mothercare plc ("the Company")

ANNUAL REPORT AND FINANCIAL STATEMENTS
NOTICE OF ANNUAL GENERAL MEETING AND GENERAL MEETING
DIRECTORATE CHANGES

Annual Report and Notices of Meetings

In accordance with the requirements of Rule 6.3.5R of the Disclosure and Transparency Rules ("DTR") of the UK Financial Services Authority, the Company will today publish the following documents on its website, www.mothercareplc.com:

The Annual Report and Accounts for the year ended 24 March 2018;

Notice of Annual General Meeting of the Company which is to be held at 11.00am on Thursday 19 July 2018 at the Company's office at Cherry Tree Road, Watford, Hertfordshire, WD24 6SH; and

Notice of General Meeting of the Company which is to be held at 11.00am on Thursday 12 July 2018 at the Company's office at Cherry Tree Road, Watford, Hertfordshire, WD24 6SH.

In accordance with LR 9.6.1R and LR 9.6.3R copies of these documents will shortly be available for inspection via the National Storage Mechanism located at www.morningstar.co.uk/uk/nsm.

The General Meeting has been convened pursuant to section 656(1) of the Companies Act 2006.  In circumstances where the value of the Company’s net assets is less than half of its called up share capital (categorised as a ‘Serious Loss of Capital’) the Directors are required, pursuant to section 656 of the Companies Act 2006, to convene a general meeting of the Company for the purpose of allowing shareholders to consider whether any, and, if so what, steps should be taken to deal with the situation.  The Board would therefore like to ensure that this matter is addressed accordingly.

Directorate Changes
Mothercare plc (the Company) announces that Richard Rivers and Lee Ginsberg will step down as Non-Executive Directors with effect from the conclusion of the Company’s Annual General Meeting due to be held on 19 July 2018.

Richard Rivers would be entering his 11^th year and is not standing for re-election.  The Company will commence a search for a Senior Independent Non-Executive Director to replace Richard post the completion of the fundraising.

Lee Ginsberg has taken on new roles outside of the Company and feels this could impact his commitment to support Mothercare.  Lee will not be standing for re-election.  He will be succeeded by Nick Wharton, Non-Executive Director, as Chair of the Audit and Risk Committee.

Commenting on the changes, Clive Whiley, Chairman of Mothercare, said:

"I would like to thank both Richard and Lee for their contributions to Mothercare over the past decade and wish them both well.  I am delighted that Nick Wharton has taken on the role of Audit and Risk Committee Chair.”

This notification is made pursuant to Listing Rule 9.6.11.

Enquiries: MHP Communications

Tim Rowntree / Simon Hockridge                                                                                 020 3128 8778 /8742