Proxy Solicitation & Information Statement • Apr 30, 2025
Proxy Solicitation & Information Statement
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Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.
The Chairman of Empiric Student Property plc invites you to attend the Annual General Meeting of the Company to be held at the offices of FTI Consulting, 200 Aldersgate, Aldersgate Street, London EC1A 4HD on 4 June 2025 at 11a.m.
Shareholder Reference Number
Please detach this portion before posting this proxy form.

To be effective, all proxy appointments must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 2 June 2025 at 11a.m.
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.
| All Named Holders | ||
|---|---|---|
Poll Card To be completed only at the AGM if a Poll is called.
| Ordinary Resolutions | For | Against | Vote Withheld |
For | Against | Vote Withheld |
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|---|---|---|---|---|---|---|---|---|---|
| 1. | To receive the Company's Annual Report and Accounts for the financial year ended 31 December 2024 (the "Annual Report"), which include the Directors' Report and the Auditor's Report. |
9. | To re-elect Martin Ratchford as a Director of the Company. | ||||||
| 2. | To approve the Directors' Remuneration Report for the financial year ended 31 December 2024. | 10. | To re-elect Clair Preston-Beer as a Director of the Company. | ||||||
| 3. | To re-appoint BDO LLP as auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next annual general meeting of the Company at which the annual report and accounts are laid. |
11. | To re-elect Donald Grant as a Director of the Company. | ||||||
| 4. | To authorise the Board, on the recommendation of the Audit and Risk Committee, to determine the remuneration of the Auditor. |
12. | That the Company be generally and unconditionally authorised to allot Ordinary Shares. | ||||||
| 5. | To approve the Company's dividend policy to declare and pay all dividends of the Company as interim dividends. |
13. | Special Resolutions Subject to the passing of resolution 12 the Directors shall have the power to allot securities under sections 570 & 573 of the Companies Act. |
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| 6. | To re-elect Mark Pain as a Director of the Company. | 14. | To authorise the Company to allot equity securities for the purposes of acquisitions or capital investments. |
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| 7. | To re-elect Alice Avis MBE as a Director of the Company. | 15. | To authorise the Company to purchase its own ordinary shares. | ||||||
| 8. | To re-elect Duncan Garrood as a Director of the Company. | 16. | That a general meeting of the Company other than an annual general meeting may be called on not less than 14 clear days' notice. |
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| Signature |
| In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act | |
|---|---|
| 2006) unless this has already been lodged at registration. | |
Please complete this box only if you wish to appoint a third party proxy other than the Chairman. Please leave this box blank if you want to select the Chairman. Do not insert your own name(s).
I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Empiric Student Property plc to be held at the offices of FTI Consulting, 200 Aldersgate, Aldersgate Street, London EC1A 4HD on 4 June 2025 at 11a.m, and at any adjourned meeting.
*
| * For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). | |||
|---|---|---|---|
| Please mark here to indicate that this proxy appointment is one of multiple appointments being made. | Vote | Please use a black pen. Mark with an X inside the box as shown in this example. |
Vote | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Resolutions | For | Against | Withheld | For | Against | Withheld | ||||
| 1. | To receive the Company's Annual Report and Accounts for the financial year ended 31 December 2024 (the "Annual Report"), which include the Directors' Report and the Auditor's Report. |
9. | To re-elect Martin Ratchford as a Director of the Company. | |||||||
| 2. | To approve the Directors' Remuneration Report for the financial year ended 31 December 2024. |
10. | To re-elect Clair Preston-Beer as a Director of the Company. | |||||||
| 3. | To re-appoint BDO LLP as auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next annual general meeting of the Company at which the annual report and accounts are laid. |
11. | To re-elect Donald Grant as a Director of the Company. | |||||||
| 4. | To authorise the Board, on the recommendation of the Audit and Risk Committee, to determine the remuneration of the Auditor. |
12. | That the Company be generally and unconditionally authorised to allot Ordinary Shares. |
|||||||
| 5. | To approve the Company's dividend policy to declare and pay all dividends of the Company as interim dividends. |
13. | Special Resolutions Subject to the passing of resolution 12 the Directors shall have the power to allot securities under sections 570 & 573 of the Companies Act. |
|||||||
| 6. | To re-elect Mark Pain as a Director of the Company. | 14. | To authorise the Company to allot equity securities for the purposes of acquisitions or capital investments. |
|||||||
| 7. | To re-elect Alice Avis MBE as a Director of the Company. | 15. | To authorise the Company to purchase its own ordinary shares. | |||||||
| 8. | To re-elect Duncan Garrood as a Director of the Company. | 16. | That a general meeting of the Company other than an annual general meeting may be called on not less than 14 clear days' notice. |
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 | |
|---|---|---|
| Date |
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| ------ |
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 authorised, stating their capacity (e.g. director, secretary).
H 7 0 1 1 5 E S P P
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