You may appoint a proxy at uk.investorcentre.mpms.mufg.com instead of using this form.
Shareholder Name(s): Event code & IVC: (B686A87G3G)For guidance on how to complete this Form of Proxy, please refer to the Notice of Meeting on the Company's website.
I/We being (a) member/members hereby appoint the Chair of the meeting/the following person:
Name of proxy (if not the Chair of the meeting): Number of ordinary shares appointed over:(if less than your full voting entitlement)
as my/our proxy, to attend, speak and vote on my/our behalf at the Meeting of the Company and at any adjournment thereof. Please indicate below how you would like your proxy to vote on your behalf on the resolutions by placing an 'X' in one voting option for each resolution.
Please put an 'X' in the box opposite if this proxy appointment is one of multiple appointments being made:
For
Against
Withheld
Discretion
For
Against
Withheld
Discretion
Resolutions: |
To receive the Company's annual accounts and the reports of the Directors and auditor thereon for the financial year ended 31 December 2025 |
Resolutions:
1
To approve the Directors' remuneration report for the financial year ended 31 December 2025 (see notice)
To declare a final dividend of 7.5 pence per ordinary share, payable to shareholders on the register at the close of business on 17 April 2026 (see notice)
10 To re-elect Louise Hardy as a Director of the Company
11
To re-elect Jez Maiden as a Director
of the Company
12
To reappoint Deloitte LLP, Chartered Accountants, as auditor of the Company to hold office until the conclusion of the next general
meeting (see notice)
13
To authorise the Audit Committee of the Board to fix the remuneration of
the Company's auditor
To elect Gavin Slark as a Director of the Company
14
That the Directors be authorised to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in
the Company (see notice)
To re-elect Duncan Cooper as a Director of the Company
15
That, subject to Resolution 14, the Directors be authorised to allot equity securities for cash and/or to sell shares held by the Company
(see notice)
To re-elect Marianne Culver as a Director of the Company
16
That the Company be and is hereby generally and unconditionally authorised to make market purchases of ordinary shares of
11.205105 pence (see notice)
To re-elect Geoff Drabble as a Director of the Company
17 | That a general meeting other than an Annual General Meeting may be called by notice of not less than 14 clear days |
8 9 If Si | To re-elect Heath Drewett as a Director of the Company To re-elect Jora Gill as a Director of the Company you intend attending the meet gnature(s): |
Notes to the Form | |
1 | To appoint as a proxy a pers provided. To appoint more th Registrars or you may photo appointed to exercise the rig box next to the proxy's name proxy. Please also indicate b instructions being given. All f proxy need not be a member |
2 | Unless otherwise indicated o will vote as they think fit or, |
3 | This Form of Proxy must arriv of the meeting) at MUFG Corp during usual business hours applicable). If you prefer, yo FREEPOST PXS 1. Please not Shareholders residing outsid Markets, PXS 1, Central Squar |
4 | A corporation must execute t officer or attorney. |
5 | The Form of Proxy is for use amended or submitted in res |
6 | The 'Vote Withheld' option is in law and will not be counte |
7 | Any alterations made to this |
8 | In the case of joint holders, t votes, the vote of the first nam joint holders. |
9 | If more than one Form of Pro last by the registrar before t precedence. |
10 | |
shareholderenquiries@cm.mp or on +44 (0) 371 664 0300 Friday. | |
ing in person, please place a 'X' in the box opposite.
Date: of Proxyon other than the Chair of the meeting insert their full name in the space
an one proxy, (an) additional proxy form(s) may be obtained by contacting the copy this form. If you appoint more than one proxy, each proxy must be
hts attached to a different share or shares held by you. Please indicate in the the number of shares in relation to which they are authorised to act as your y placing an "X" in the box provided if the proxy instruction is one of multiple
orms must be signed and should be returned together in the same envelope. A of the Company.
n the Form of Proxy, CREST or any other electronic voting instruction, the proxy at their discretion, withhold from voting.
e not later than 9.30 am on Tuesday, 19 May 2026 (48 hours before the time orate Markets, PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL
accompanied by any power of attorney under which it is executed (if
u may return the Form of Proxy to the Registrar in an envelope addressed to e that delivery using this service can take up to five business days.
e of the United Kingdom should send this Form of Proxy to MUFG Corporate e, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom.
he Form of Proxy under either its common seal or the hand of a duly appointed
in respect of the shareholder account specified overleaf only and should not be pect of a different account.
to enable you to abstain on any particular resolution. Such a vote is not a vote d in the votes 'For' and 'Against' a resolution.
Form of Proxy should be initialled.
he signature of only one of the joint holders is required but, if more than one ed on the Register of Members will be accepted to the exclusion of the other
xy is returned, either by paper or electronic communication, the proxy received he latest time for the receipt of proxies (as set out in note 4) will take
out completing this form, please contact MUFG Corporate Markets by email at ms.mufg.com or call them on Freephone 0371 664 0300 if calling from the UK if calling from outside the UK. Lines are open 9.00 am to 5.30 pm Monday to