SDL PLC

Proxy Voting Results for the Annual General Meeting
held on Friday 23rd April 2010

Number of cards (shareholders) at meeting date	1,310

Issued share capital at meeting date	77,524,623

Number of votes per share	1

Resolution (No. as noted on proxy form)	Shares For	Shares Discretionary	Shares Against	Shares Marked As Votes Withheld / Abstentions	Poll Yes/No
1. To receive and consider the Report of the Directors and the Accounts for the year ended 31 December 2009	57,073,891	24,376	1,878	2,470	No
2. To receive the Directors’ Remuneration Report	55,123,398	24,376	189,255	1,765,586	No
3. To re-elect Mark Lancaster as a director	53,080,369	24,376	990,706	3,007,163	No
4. To re-elect John Matthews as a non-executive director	57,020,704	24,626	57,285	0	No
5. To re-elect Chris Batterham as a non-executive director	50,022,028	24,626	7,055,960	0	No
6.To re-elect Jane Thompson as a non-executive director	57,020,492	24,838	57,285	0	No
7. To re-elect David Clayton as a non-executive director	57,020,492	24,838	57,285	0	No
8. To appoint KPMG Audit Plc as auditors	57,015,256	30,074	57,285	0	No
9. To authorise the directors to determine the auditor’s remuneration	57,015,223	24,626	62,766	0	No
10. To authorise the directors to allot securities in terms of Section 551 Companies Act 2006	48,702,955	24,626	3,236,126	5,138,908	No
11. To authorise the directors to allot equity securities in terms of Section 570 Companies Act 2006	56,360,656	738,994	1,200	1,765	No
12. To authorise the adoption of the amended articles of association of the Company	55,729,641	739,494	633,480	0	No
13. To authorise the adoption of the SDL Share Option Scheme 2010	56,354,193	738,944	1,377	8,051	No
14. To authorise the calling of a general meeting by notice of at least 14 days	55,300,063	738,744	1,063,558	250	No