Pennon Group PLC

Proxy Solicitation & Information Statement • Jun 27, 2012

Annual General Meeting of Pennon Group Plc to be held on Thursday 26 July 2012 at Sandy Park Conference Centre, Sandy Park Way, Exeter, Devon EX2 7NN at 11.00am.

If you wish to attend the meeting please bring this card with you and hand it in on arrival. This will facilitate entry for shareholders.

You can vote electronically at www.capitaregistrars.com

Signature of person attending Barcode:

Investor Code:

Form of Proxy – please read the Explanatory Notes overleaf before completion

						Investor Code:
	I/We, the undersigned being a member/members of Pennon Group Plc, hereby appoint the Chairman of the Meeting or the following person (see Explanatory Note 1)					Event Code: *
as my/our proxy to exercise all or any of my/our rights to attend, speak and vote in respect of my/our voting entitlement* on my/our behalf at the Annual General Meeting of Pennon Group Plc to be held on Thursday 26 July 2012 at 11.00am and at any adjournment thereof.						Please refer to the Notice of Annual General Meeting for the complete wording of the resolutions and the explanatory notes.
	Resolutions	For	Against	Vote withheld		Resolutions		For	Against	Vote withheld
1.	To receive the Directors' Report and the financial statements for the year ended 31 March 2012.					10. To re-elect Ms D A Nichols as a Director.
2.	To declare a final dividend of 18.30p per Ordinary share for the year ended 31 March 2012.					11. To appoint PricewaterhouseCoopers LLP as auditors.
3.	To approve the Directors' remuneration report.					12. To authorise the Directors to fix the remuneration of the auditors.
4.	To re-elect Mr K G Harvey as a Director.					13. To authorise the Company and its subsidiaries to make EU political donations
5.	To re-elect Mr M D Angle as a Director.					up to a specific limit.
6.	To re-elect Mr G D Connell as a Director.					14. To grant the Directors authority to allot shares.
7.	To re-elect Mr C I J H Drummond					15. To authorise the partial exclusion of pre-emption rights.
8.	as a Director. To re-elect Mr D J Dupont as a Director.					16. To authorise the purchase of the Company's own shares.
9.	To re-elect Mr C Loughlin as a Director.					17. To authorise a general meeting other than an Annual General Meeting to be called on not less than 14 clear days' notice.

Signature Date + +

Explanatory Notes in respect of the 'Form of Proxy'

• 1. Every shareholder has the right to appoint some other person(s) of their choice 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 as a proxy a person other than the Chairman of the meeting, insert the full name of your chosen proxy in the space provided. A proxy need not be a shareholder. If the proxy is being appointed in relation to less than your full voting entitlement, enter in the box next to the proxy holder's name (marked with *) the number of shares in relation to which they are authorised to act as your proxy. If this box is left blank, they will be deemed to be authorised in respect of your full holding entitlement.
• 1. Unless otherwise instructed, the proxy may vote as he thinks fit or abstain from voting on any business including amendments to resolutions which may properly come before the meeting.
• 1. To appoint more than one proxy, (an) additional proxy form(s) may be obtained by contacting the Registrars' helpline on 0871 664 9234 (calls to this number are charged at 10p per minute plus network extras). Lines are open 8.30am – 5.30pm Monday – Friday or +44 800 141 2951 (from outside the UK) or you may photocopy this form. Please indicate in the box next to the proxy holder's name (marked with *) the number of shares in relation to which they are authorised to act as your proxy. Multiple proxy appointments must be signed and should be returned together in the same envelope to the address given in note 5 below.
• 1. The completion and return of this Form of Proxy will not preclude a shareholder from attending the meeting and speaking in person.
• 1. To be effective, this Form of Proxy must be deposited at Capita Registrars, PXS, 34 Beckenham Road, Beckenham BR3 4TU not less than 48 hours before the time for holding the meeting.
• 1. You can submit your proxy instructions electronically by going to www.capitashareportal.com. You will need to enter your Investor Code, which can be found on your Form of Proxy.
• 1. The Form of Proxy is for use in respect of the shareholder account specified overleaf only and should not be amended or submitted in respect of a different account.
• 1. A corporation must execute the Form of Proxy under either its common seal or the hand of a duly authorised officer or attorney.
• 1. The 'Vote withheld' option is to enable you to abstain on any particular resolution. Such a vote is not a vote in law and will not be counted in the votes 'For' and 'Against' a resolution.
• 1. 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 RA10) 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.

Business Reply Licence Number RSBH-UXKS-LRBC

PXS 34 Beckenham Road Beckenham BR3 4TU