Directorate Changes

DIRECTORATE CHANGES

OCADO GROUP PLC
22 JANUARY 2013

Ocado Group plc

Appointment of New Chairman and Director Resignation

Ocado Group plc ("the Company") announces that the Board has today appointed Sir Stuart Rose as an independent Non-Executive Director and Chairman Designate with effect from 11 March 2013. Sir Stuart will become Chairman following the Company's Annual General Meeting on 10 May 2013. Lord Grade will retire as a Non-Executive Director and as Chairman on that day.

Tim Steiner, Chief Executive Officer, said:

"Sir Stuart is joining Ocado as we enter a hugely exciting period, with a near doubling of our capacity. We are looking forward to benefiting from his extensive retail experience and counsel.

Lord Grade has been a great asset to the Company during his tenure as Chairman of the Board and personally a great support to me. We are grateful to him for his guidance, insight and expertise over the years and wish him well in his retirement."

Sir Stuart Rose commented:

"I have been very impressed at the impact and progress Ocado has made to date.  As retail goes through a fundamental shift into the digital world, I believe Ocado's model and the high standards of customer service it provides will see it emerge as a powerful online player.

I am looking forward to being part of the team."

Lord Grade said:

"After a smooth succession process and having secured a new Chairman my job at Ocado is almost complete. After six exhilarating and eventful years, I am leaving the Company in the best possible hands. Sir Stuart's substantial retail experience and commercial acumen will add significant value. Ocado is one of the most innovative and exciting growth companies in the UK and it has been a privilege to be a part of their story."

Resignation of Director

Separately, the Company announces that Wendy Becker has informed the Board of her decision to stand down as a Non-Executive Director of the Company with immediate effect. Douglas McCallum will be appointed Chairman of the Remuneration Committee in place of Wendy as of that date.

Lord Grade said:

"We are very sorry to lose Wendy but fully understand that she has new extensive responsibilities as Chief Operating Officer at Jack Wills. The Board would like to thank Wendy for her valued contribution to Ocado, and we wish her well for the future."

-ENDS-

For further information, please contact:

David Hardiman-Evans, Head of Investor Relations & Corporate Finance on +44 1707 228 000.

Nick Miles / Ann-marie Wilkinson / Charlotte Kirkham, M:Communications on +44 207 920 2330 or 207 920 2335.

Notes:

1.         Sir Stuart Rose has significant retail experience, having held the positions of Chief Executive Officer and Chairman of Marks & Spencer Group plc from 2004 until 2011, Chief Executive Officer of Arcadia Group from 2000 until 2002 and Chief Executive Officer of Booker Group plc from 1998 until 2000. He is a Non-Executive Director of Woolworths Holdings Limited, a South African-based listed retail group, is a Non-Executive Director of Land Securities Group plc, and is Chairman of the UK retail companies, Blue Inc and Dressipi. Sir Stuart commenced his career in the retail industry in 1972 and has a wealth of international management experience in the sector, being knighted in 2008 for services to the retail industry and corporate social responsibility.

2.         Sir Stuart Rose will be a member of the Board's Nomination Committee.

3.         For the purpose of Listing Rule 9.6.13(1), Sir Stuart Rose holds or has held the following publicly quoted board positions in the previous five years:

4.         Other than as noted above, there is no additional information required to be disclosed pursuant to Listing Rule 9.6.13R in respect of Sir Stuart Rose.

5.         Sir Stuart Rose holds 750,000 Company shares.