Powerhouse Energy Group PlcLSE: PHE

Form of Proxy

· Issued by Powerhouse Energy Group Plc
NOTICE OF AVAILABILITY

The Notice of Annual General Meeting to which this Proxy Form relates and the Report and Accounts are available on the Company's website at https://www.powerhouseenergy.co.uk

NOTES TO THE FORM OF PROXY
  1. As a member of the company you are entitled to appoint a proxy to exercise all or any of your rights to attend, speak and vote at a general meeting of the Company. You can only appoint a proxy using the procedures set out in these notes.

  2. Appointment of a proxy does not preclude you from attending the meeting and voting in person. If you have appointed a proxy and attend the meeting in person, your proxy appointment will automatically be terminated.

  3. A proxy does not need to be a member of the company but must attend the meeting to represent you. To appoint as your proxy a person other than the chairman of the meeting, insert their full name in the box. If you sign and return this proxy form with no name inserted in the box, the chairman of the meeting will be deemed to be your proxy. Where you appoint as your proxy someone other than the chairman, you are responsible for ensuring that they attend the meeting and are aware of your voting intentions. If you wish your proxy to make any comments on your behalf, you will need to appoint someone other than the chairman and give them the relevant instructions directly.

  4. You may appoint more than one proxy provided each proxy is appointed to exercise rights attached to different shares. You may not appoint more than one proxy to exercise rights attached to any one share. To appoint more than one proxy, you must complete a separate proxy form for each proxy and specify against the proxy's name the number of shares over which the proxy has rights. If you are in any doubt as to the procedure to be followed for the purpose of appointing more than one proxy you must contact the Company's registrars, Neville Registrars Limited at Neville House, Steelpark Road, Halesowen, B62 8HD. If you fail to specify the number of shares to which each proxy relates, or specify a number of shares greater than that held by you on the record date, proxy appointments will be invalid.

  5. To direct your proxy how to vote on the resolutions mark the approximate box with an "X". If no voting indication is given, your proxy will vote or abstain from voting at his discretion. Your proxy will vote (or abstain from voting) as he thinks fit in relation to any other matter which is put before the meeting.

  6. To appoint a proxy using this form, the form must be: completed and signed; sent or delivered to the Company's registrars, Neville Registrars Limited at Neville House, Steelpark Road, Halesowen, B62 8HD and received by the Company's registrars no later than 12:00 noon on 8 July 2025. As an alternative, completed forms of proxy can be emailed to info@nevilleregistrars.co.uk to be received no later than 12:00 noon on 8 July 2025.

  7. In the case of a member which is a company, this proxy form must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company.

  8. Any power of attorney or any other authority under which this proxy form is signed (or a duly certified copy of such power or authority) must be included with the proxy form.

  9. In the case of joint holders of shares, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder (being the first named holder in respect of the shares in the company's register of members) will be accepted.

  10. CREST members who wish to appoint a proxy or proxies by using the CREST electronic appointment service may do so by using the procedures described in the CREST Manual. To be valid, the appropriate CREST message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instructions given to a previously appointed proxy, must be transmitted so as to be received by our agent (ID: 7RA11) by 12:00 noon on 8 July 2025. See the notes to the notice of meeting for further information on proxy appointment through CREST.

  11. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.

  12. For details of how to change your proxy instructions or revoke your proxy appointment see the notes to the notice of meeting.

  13. Please complete and return to: Neville Registrars Limited, Neville House, Steelpark Road, Halesowen, B62 8HD.

Please complete and return this Form of Proxy to the Registrar at the address shown overleaf. If you wish to use an envelope, please address it to 'FREEPOST NEVILLE REGISTRARS'. If it is posted outside the United Kingdom, please return it in an envelope using the address shown overleaf and pay the appropriate postage charge.

Powerhouse Energy Group PLC

(Incorporated and Registered in England and Wales under the Companies Act 2006 with Registered Number 3934451)

FORM OF PROXY

I⧸We being (a) member(s) of the Company and entitled to vote at the Annual General Meeting, hereby appoint

(Please only complete if appointing someone other than the Chairman of the Meeting)

or failing him⧸her, the Chairman of the meeting as my⧸our proxy, to attend, speak and vote for me⧸us and on my⧸our behalf at the Annual General Meeting of the Company, to be held on 10 July 2025 at the Companyʼs offices, Unit 3⧸3a Garth Drive, Brackla Industrial Estate, Bridgend, Wales, CF31 2AQ at 12 noon and at any adjournment thereof.

Resolutions (*Special Resolutions)
  1. To receive the financial statements

  2. To approve the Remuneration Report

    8* To authorise the Company to make market purchases of its ordinary shares

  3. To re-appoint Barnes Roffe Audit Limited as auditors and to authorise the directors to fix their remuneration

  4. To re-elect Hugh McAlister as a Director of the Company

  5. To re-elect Karol Kacprzak as a Director of the Company

  6. To authorise the directors to allot and issue equity securities

7* To authorise the directors to dis-apply pre-emption rights on issue, as set out in the notice of meeting

Mark this box with an "X" if you are appointing more than one proxy: Signed:

If you are planning to attend the Annual General Meeting, please tick the following box:



Leave blank to authorise your proxy to act in relation to your full entitlement or enter the number of shares in relation to which your proxy is authorised to vote:

Y

Y

M

M

D

D

Date:

>123-0



Powerhouse Energy Group PLC Attendance Card

Name

Address 1

Address 2

Address 3

Address 4

Address 5

Address 6

The Annual General Meeting will start at 12 noon and is being held on 10 July 2025 at the Companyʼs offices, Unit 3⧸3a Garth Drive, Brackla Industrial Estate, Bridgend, Wales, CF31 2AQ.

If you plan to attend the Annual General Meeting, please bring this card with you to ensure you gain entry as quickly as possible.

Please present this card at the registration desk. It will be used to show that you have the right to attend, speak and vote at the Annual General Meeting.







Business Reply Plus Licence Number RTZE-YRRG-ETSK



Neville Registrars Limited Neville House

Steelpark Road Halesowen

B62 8HD