Members entitled to attend and vote at the meeting are entitled to appoint a proxy. Proxy forms must be received 48 hours prior to the start of the meeting and can be completed below, or if you prefer to return a hardcopy you can find one at the following link: [RIG to insert attachment 3 document].

You can appoint any person as your proxy. If you appoint the Chair or a director of the Company and no voting instructions are given in your proxy form your shares will be voted in favour of all resolutions. 

Shareholder AGM 2026 Poxy Form

If shares are held jointly, enter details of other joint holders:

APPOINTMENT OF PROXY
Enter Proxy full name or the Chair of the Company

as my proxy to exercise my vote at the Annual General Meeting of the Company to be held on 30 September 2026, and at any adjournment of that meeting. 

VOTING INSTRUCTIONS
(Please note that if the shares are held jointly, the voting instructions given in this section are given on behalf of each joint holder.
I direct my proxy to vote in the following manner:

Ordinary Business Resolutions 1:

That the Directors of the Company be authorised to fix the fees and expenses of the auditors of the Company, PricewaterhouseCoopers, for the financial year ending 31 March 2027.

Ordinary Business Resolutions 1: Confirm

Ordinary Business Resolution 2:

That Monique Cairns be appointed a director of the Company. 


Ordinary Business Resolution 2: Confirm
SPECIAL BUSINESS RESOLUTIONS

Special Business Resolution 1 – Britannia Transaction (major transaction)

That, for the purposes of section 129 of the Companies Act 1993 and for all other purposes, subject to Resolution 2 – PCG Loan Facility being passed the holders of Class A shares approve the Company entering into and completing the proposed transaction with Britannia Financial Services Limited and Britannia Nominees Limited (the Britannia Transaction) as described in the Explanatory Notes accompanying this Notice of Meeting, and any and all agreements and documents necessary or desirable to implement the Britannia Transaction, and that the Board is authorised to:

(a) finalise, approve, execute and deliver all agreements and documents relating to the Britannia Transaction (with such amendments as the Board considers to be not materially disadvantageous to the Company); and

(b) do all things which it considers necessary or desirable to give effect to the Britannia Transaction and this resolution.

Special Business Resolution 1: Confirmed

Special Business Resolution 2 – PCG Loan Facility (major transaction): 

That, for the purposes of section 129 of the Companies Act 1993 and for all other purposes, the holders of Class A shares approve the Company entering into the proposed loan facility with Private Capital Group (the PCG Loan Facility) on the terms described in the Explanatory Notes accompanying this Notice of Meeting, and any and all agreements and documents necessary or desirable to implement the PCG Loan Facility (Related Documents) and the transactions contemplated by the PCG Loan Facility and the Related Documents, and that the Board is authorised to:
 

(a) finalise, approve, execute and deliver all agreements and documents relating to the PCG Loan Facility (with such amendments as the Board considers to be not materially disadvantageous to the Company); and
(b) do all things which it considers necessary or desirable to give effect to the PCG Loan Facility and this resolution.

Special Business Resolution 2: Confirm
NOTES:

1.    As a Shareholder you may attend the meeting and vote, or you may appoint a proxy to attend the meeting. A proxy need not be a shareholder of the Company.

2.    If you are joint holders of shares each of you must indicate as above.


3.    If you are a Company this proxy form must be signed on behalf of the Company by a person acting under the Company’s express or implied authority.

4.    If the proxy is signed under a power of attorney, you must also provide a copy of the Power of Attorney and a certificate of non-revocation [RIG to confirm if this will be upload link or by email]. 


5.    If you appoint a proxy and later decide to come to the meeting, your proxy will be cancelled and you will resume the right to vote in person; by completing this form now you will ensure that you are represented at the meeting. Please ensure you date and sign it.