Vistry Group PLC

Proxy Solicitation & Information Statement • Apr 15, 2011

THIS DOCUMENT IS IMPORTANT AND SHOULD BE GIVEN YOUR IMMEDIATE ATTENTION. If you are in any doubt as to what action you should take, you should immediately seek independent professional advice. THIS FORM OF ELECTION/MANDATE IS NOT TRANSFERABLE. Words or expressions defi ned in the circular to shareholders dated 15 April 2011 shall have the same meanings in this Form of Election/Mandate. The notes on this Form of Election/Mandate should be read in conjunction with the circular to shareholders dated 15 April 2011 and the appendices thereto.

000001

SG349

FORM OF ELECTION/MANDATE

Full year dividend for the year ended 31 December 2010

Election for fully paid Ordinary Shares of 50p each instead of cash in respect of the full year dividend for the year ended 31 December 2010

This Form of Election/Mandate (the "Form") should not be completed by shareholders wishing to receive the full cash dividend on all Ordinary Shares held by them or by shareholders with a dividend entitlement less than 438.92p. If you have sold or purchased any Ordinary Shares prior to 30 March 2011, but the number shown in Box (1) below does not refl ect such sale or purchase, please see the rules contained in the circular to shareholders dated 15 April 2011 which accompanies this Form ("the Rules").

The offer to elect to receive New Shares instead of cash in respect of the 2010 Full Year Dividend is subject to the Rules.

Shareholder Reference Number

C1234567890 ⁹⁹⁹⁹⁹

The Manor House, North Ash Road, 15 April 2011 New Ash Green, Longfi eld, Kent DA3 8HQ Registered in England and Wales No. 306718

Box (1) Number of Ordinary Shares of 50p each registered in your name(s) at the close of business on 1 April 2011	Box (2) Your maximum entitlement to New Shares	Box (3) Cash balance representing a fractional entitlement brought forward from previous dividend (if any)	Box (4) Cash balance representing a fractional entitlement to be carried forward to future dividends if you elect to receive the maximum number of New Shares detailed in Box (2)	Box (5) Partial election only - see note below*

*NOTE: IF YOU WISH TO RECEIVE A LESSER NUMBER OF NEW SHARES THAN SHOWN IN BOX (2) ENTER IN BOX (5) THE EXACT NUMBER OF EXISTING ORDINARY SHARES ON WHICH YOU WISH TO MAKE AN ELECTION. WHEN MAKING A PARTIAL ELECTION, ENTER IN BOX (5) THE NUMBER OF YOUR EXISTING SHARES TO WHICH YOU WISH THE ELECTION TO APPLY, NOT THE ACTUAL NUMBER OF NEW SHARES YOU EXPECT TO RECEIVE. Where a partial election is made you will receive the balance of your dividend entitlement in cash.

If you wish to receive fully paid New Shares instead of cash in respect of all or part of the 2010 Full Year Dividend, you should sign and date this Form and return it in the enclosed post-paid envelope to the Registrar, Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ, so as to be received not later than 5:00 p.m. on 13 May 2011.

If you wish to receive your dividend entirely in cash in the usual way, and do not wish to effect a mandate for future dividends, take no further action and ignore this Form. If this Form is not lodged with the Registrar by 5:00 p.m. on 13 May 2011, you will receive the full cash dividend on the whole of the shareholding held by you.

Whether you elect for your maximum entitlement or any lesser number of New Shares, you will be entitled to the full cash dividend of 3.0p per Ordinary Share on the number of Ordinary Shares (if any) upon which an election cannot or has not been made. No shareholder may receive a fraction of a New Share. Accordingly, where a shareholder has made an election to receive the maximum number of New Shares, any residual cash balance representing a fractional entitlement will be retained by the Company and held for the benefi t of that shareholder (without interest). The amount in Box (3) (if any) represents the amount of cash brought forward from the previous dividend and the amount in Box (4) (if any) represents the amount of cash to be carried forward to any future dividend. See paragraph 1 of Appendix I of the Rules.

If you wish to receive the maximum number of New Shares instead of cash in respect of future dividends on Ordinary Shares when a scrip dividend alternative is offered, you should place an X in Box (6), then sign, date and return this Form to the Registrar, so as to be received by not later than 5:00 p.m. on 13 May 2011. You

will receive such New Shares on the same terms and conditions as any future offer made to other shareholders. A mandate can only be given in respect of your entire holding of Ordinary Shares and will remain valid until revoked in accordance with paragraphs 4 and 5 of Appendix III of the Rules ("the Mandate Terms"). If you wish to effect a mandate for future dividends but do not wish to receive New Shares instead of cash for the 2010 Full Year Dividend, you should write "NIL" in Box (5) above as well as placing an X in Box (6).

Box (6) Mark with an X to effect a Mandate in respect of future dividends on Ordinary Shares

All enquiries concerning the Rules and this Form should be made in writing to the Registrar, Computershare Investor Services PLC, or by phone during normal offi ce hours (Tel.: 0870 889 3236).

ELECTION

To the Directors of Bovis Homes Group PLC

MR SAM SAMPLE DESIGNATION (IF ANY) MR JOINT HOLDER 1

ADD1 ADD2 ADD3 ADD4

I/We**, the undersigned, being the registered holder(s) at the close of business on 1 April 2011 of Ordinary Shares in Bovis Homes Group PLC hereby give notice that, in respect of the number of Ordinary Shares shown in Box (1) above (or such lesser number of Ordinary Shares shown in Box (5) above), I/we irrevocably elect to receive, instead of the 2010 Full Year Dividend of 3.0p per Ordinary Share, an allotment of the number of New Shares credited as fully paid shown in Box (2) (or, if fewer, the number of New Shares to be allotted on the number of Ordinary Shares shown in Box (5)) subject to the Rules, the Articles of Association of the Company and to the admission of the New Shares to the Offi cial List of the UK Listing Authority and to trading on the London Stock Exchange's market for listed securities by not later than 27 May 2011. If so indicated in Box (6) above, I/we elect to receive New Shares instead of cash in respect of all future dividends on my/our entire holding of Ordinary Shares on the appropriate record dates for, and on the same terms as, any subsequent offers made to other shareholders and on the Mandate Terms and on the terms stated in the future circulars to be sent to the shareholders of the Company at the time of such offers, until revoked in writing by me/us. The Registrar is authorised and instructed to treat me/us as having made an election, in the case of such offer, in respect of the maximum number of Ordinary Shares registered in my/our name(s) at the record date for the relevant offer, as will lead to the allotment to me/us of a whole number of New Shares.

I/We authorise you or your agent to send at my/our risk by fi rst class post a defi nitive share certifi cate in respect of any shares allotted to me/us pursuant to this Form. Where New Shares are issued as uncertifi cated shares, the Company will procure that the relevant shareholder's stock account in CREST is credited with his/her entitlement to New Shares.

I/We declare that I am/we are not resident in the United States of America, its territories or possessions, Canada, or in any jurisdiction outside the United Kingdom where such an offer would require the Company to comply with any governmental or regulatory procedures or any similar formalities arising out of this Form, nor do I/we hold the Ordinary Shares to which this Form relates as nominee or trustee for any benefi cial owner who is so resident.

Signature (1)	Signature (2)	Date
Signature (3)	Signature (4)	Daytime telephone number

**In the case of joint holders ALL must sign. In the case of a corporation, this form should be executed under its common seal and in accordance with its Articles of Association, or be signed by two duly authorised offi cers whose authority and capacity must be stated. Please notify any change of, or amendment to, the address above by separate letter to the Registrar.

This form is issued by Computershare Investor Services PLC. Registered in England & Wales No. 3498808. Registered Offi ce: The Pavilions, Bridgwater Road, Bristol BS13 8AE. Computershare Investor Services PLC is authorised and regulated by the Financial Services Authority, Registered Offi ce: 25 The North Colonnade, Canary Wharf, London E14 5HS.