Paragon Banking Group PLC

Proxy Solicitation & Information Statement • Sep 30, 2010

Attendance Card

Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.

Additional Holders: ADDITIONAL HOLDER 1 ADDITIONAL HOLDER 2 ADDITIONAL HOLDER 3 ADDITIONAL HOLDER 4

MR A SAMPLE < DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA

The Chairman of The Paragon Group of Companies PLC invites you to attend the Annual General Meeting of the Company to be held at RBS Hoare Govett Limited, 250 Bishopsgate, London EC2M 4AA on 10 February 2011 at 10.00 am.

Shareholder Reference Number

C0000000000

Form of Proxy - Annual General Meeting to be held on 10 February 2011

To be effective, all proxy appointments must be lodged with the Company's registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Rd, Bristol BS99 6ZY by 8 February 2011 at 10.00 am.

Explanatory Notes:

• 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as his proxy to exercise all or any of his rights, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse). If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this proxy form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
• 2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0870 707 1244 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
• 3. The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
• 4. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be

Kindly Note: This form is issued only to the addressee(s) and is specific to the unique designated account printed hereon. This personalised form is not transferable between different (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any instruction that does not comply with these conditions.

cast thereat will be determined by reference to the Register of Members of the Company at close of business on the day which is two days before the day of the meeting. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.

• 5. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 6. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0870 707 1244 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
• 7. Any alterations made to this form should be initialled.
• 8. The completion and return of this form will not preclude a member from attending the meeting and voting in person.

MR A SAMPLE < Designation> Additional Holder 1 Additional Holder 2 Additional Holder 3 Additional Holder 4

Poll Card To be completed only at the AGM if a Poll is called.

	Poll Card	To be completed only at the AGM if a Poll is called.				1.	Ordinary Resolutions To receive and consider the Company's accounts for the year ended 30 September 2010 and the Reports of the	For	Against	Vote Withheld
						2.	Directors and Auditors. To consider and adopt the Report of the Board to the Shareholders on Directors' Remuneration.
						3.	To declare a dividend.
						4.	To re-appoint as a Director Mr R G Dench.
						5.	To re-appoint as a Director Mr N Keen.
						6.	To re-appoint as a Director Mr C D Newell.
						7.	To re-appoint as a Director Mr N S Terrington.
						8.	To re-appoint as a Director Mr J A Heron.
						9.	To re-appoint as a Director Mr T C Eccles.
						10.	To re-appoint as a Director Mr E A Tilly.
		11. To re-appoint as a Director Mr A K Fletcher.
						12.	To reappoint Deloitte LLP as Auditors and to authorise the Directors to fix their remuneration.
						13.	Relating to the authorisation for the allotment of shares. Special Resolutions
						14.	Relating to the allotment of equity securities for cash.
						15.	Relating to the authority to purchase own shares.
	16. Relating to the notice period required for the calling of general meetings. Signature
		Please use a black pen. Mark with an X inside the box as shown in this example. I/We hereby appoint the Chairman of the Meeting OR the following person		*			 C0000000000
		Please leave this box blank if you have selected the Chairman. Do not insert your own name(s).
1.	Ordinary Resolutions Directors and Auditors.	* For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). Please tick here to indicate that this proxy appointment is one of multiple appointments being made. To receive and consider the Company's accounts for the year ended 30 September 2010 and the Reports of the	For	Against	Vote Withheld	9.	For To re-appoint as a Director Mr T C Eccles.		Against	Vote Withheld
2.		To consider and adopt the Report of the Board to the Shareholders on Directors' Remuneration.					10. To re-appoint as a Director Mr E A Tilly.
3.	To declare a dividend.						11. To re-appoint as a Director Mr A K Fletcher.
4.		To re-appoint as a Director Mr R G Dench.					12. To reappoint Deloitte LLP as Auditors and to authorise the Directors to fix their remuneration.
5.		To re-appoint as a Director Mr N Keen.					13. Relating to the authorisation for the allotment of shares.
6.		To re-appoint as a Director Mr C D Newell.					Special Resolutions 14. Relating to the allotment of equity securities for cash.
7.		To re-appoint as a Director Mr N S Terrington.					15. Relating to the authority to purchase own shares.
8.		To re-appoint as a Director Mr J A Heron.					16. Relating to the notice period required for the calling of general meetings.
							I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.
	Signature			Date
							In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly

H 7 0 1 1 0 P R G

authorised, stating their capacity (e.g. director, secretary).