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Abrdn PLC Proxy Solicitation & Information Statement 2026
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Proxy Solicitation & Information Statement
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Notice of 2026 Annual General Meeting
The 2026 Annual General Meeting ('AGM') of Aberdeen Group plc (the 'Company' or 'Aberdeen') will be held at the Assembly Rooms, 54 George Street, Edinburgh EH2 2LR on Wednesday 29 April 2026 at 2pm.
This document is important and requires your immediate attention.
If you are not sure what action to take, you should ask an appropriate independent adviser who is authorised under the United Kingdom Financial Services and Markets Act 2000 (or, if you are resident outside the United Kingdom, another appropriately qualified independent adviser).
If you have sold or transferred all of your shares in the Company, please send this Notice of Meeting and any documents that came with it as soon as possible to the purchaser or transferee, or to the stockbroker or other agent who helped you with the sale or transfer, so that they can forward them to the purchaser or transferee.
aberdeenplc.com
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Notice of Meeting 2026
Contents
Notice of Annual General Meeting 4
The resolutions explained 7
Directors standing for re-election 12
Directors standing for election 14
Guidance for shareholders 15
Attending the Meeting 19
Contact details 20
The meeting
Shareholders can attend the meeting in person at the Assembly Rooms. The meeting will begin at 2pm on Wednesday 29 April 2026. The meeting will also be broadcast live by webcast for those wishing to watch online.
Shareholders planning to attend should refer to page 19 for details of the attendance arrangements. For further information on how to register, vote, ask questions, appoint a proxy to attend the meeting on your behalf and for other information about the Annual General Meeting, please refer to the Guidance for Shareholders section on page 15.
Agenda
12.30pm Doors to registration area open - light refreshments will be available on arrival
1.40pm Meeting room opens
2.00pm Annual General Meeting begins
Introduction
The Chairman will introduce the Directors and outline the business of the Annual General Meeting.
Presentations and Question-and-Answer session
The Chairman and the Chief Executive Officer will review your business and provide an overview of the Company's plans for 2026. After this, there will be an opportunity for shareholders in attendance to ask questions.
Voting and Resolutions
You will be asked to consider and vote on a number of resolutions and they are listed in full on pages 4 to 6. To help make things clearer, there is an explanation of each resolution from the Chairman on pages 7 to 11.
Notice of Annual General Meeting
Notice is hereby given that the 2026 Annual General Meeting of the shareholders of Aberdeen Group plc will take place at the Assembly Rooms, 54 George Street, Edinburgh EH2 2LR on Wednesday 29 April 2026 at 2pm to consider and, if thought fit, to pass the resolutions set out on the following pages, of which resolutions 1 to 11 and 14 will be proposed as ordinary resolutions and resolutions 12, 13, 15 and 16 will be proposed as special resolutions.
- To receive and consider the accounts for the year to 31 December 2025, together with the reports of the Directors and of the auditors on those accounts.
- To declare a final dividend of 7.30 pence per ordinary share in respect of the year to 31 December 2025.
- To re-appoint KPMG LLP as auditors of the Company until the conclusion of the next annual general meeting of the Company at which accounts are laid.
- To authorise the Audit and Risk Committee of the Company to set the fees of the auditors for the year to 31 December 2026 for and on behalf of the Board of Directors of the Company.
- To approve the Directors' remuneration report for the year to 31 December 2025, set out on pages 105 to 138 of the annual report and accounts 2025, excluding the Directors' remuneration policy.
- To approve the Directors' remuneration policy, set out within the Directors' remuneration report on pages 129 to 138 of the annual report and accounts 2025.
- To approve the amendments to the rules of the Aberdeen Group plc Executive Long Term Incentive Plan 2024, set out in the copy of the plan produced to the meeting and initialled by the Chairman for the purpose of identification, as described in the explanatory notes to the resolutions on page 8.
- By separate resolutions, to re-elect the following as Directors of the Company:
8A. Vivek Ahuja
8B. Jonathan Asquith
8C. Katie Bickerstaffe
8D. John Devine
8E. Hannah Grove
8F. Cathleen Raffaeli
8G. Jason Windsor
-
To elect Siobhan Boylan as a Director of the Company.
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In accordance with sections 366 and 367 of the Companies Act 2006 (the 'Act'), to authorise the Company and all companies that are subsidiaries of the Company at the time at which this resolution is passed or at any time during the period for which this resolution has effect to:
i. make political donations to political parties or independent election candidates, as defined in sections 363 and 364 of the Act, not exceeding in aggregate £100,000;
ii. make political donations to political organisations other than political parties, as defined in sections 363 and 364 of the Act, not exceeding in aggregate £100,000; and
iii. incur political expenditure, as defined in section 365 of the Act, not exceeding in aggregate £100,000;
during the period beginning with the date on which this resolution is passed and ending at the conclusion of the next annual general meeting of the Company (or, if earlier, close of business on the date falling 15 months after the date on which this resolution is passed), provided that each authorised sum referred to in paragraphs i., ii. and iii. above may be comprised of one or more amounts in different currencies which, for the purposes of calculating the said sum, shall be converted into pounds Sterling at the exchange rate published in the London edition of the Financial Times on the day on which the relevant donation is made or expenditure incurred (or the first business day thereafter) or, if earlier, on the day on which the Company (or its subsidiary, as the case may be) enters into any contract or undertaking in relation to the same.
- To authorise the Directors (including a duly authorised committee thereof) generally and unconditionally pursuant to section 551 of the Companies Act 2006 to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company up to a maximum aggregate nominal amount of £25,711,989 provided that this authority shall (unless previously renewed, revoked or varied by the Company in general meeting) expire on the conclusion of the next annual general meeting of the Company (or, if
Notice of Meeting 2026
earlier, close of business on the date falling 15 months after the date on which this resolution is passed), save that the Company may, before such expiry, make offers or agreements which would or might require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry, and the Directors may allot shares or grant rights to subscribe for or convert securities into shares in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.
- To authorise the Directors (including a duly authorised committee thereof) to: (a) allot equity securities (as defined in section 560 of the Companies Act 2006 (the 'Act')) for cash pursuant to the authority conferred by resolution 11; and/or (b) sell ordinary shares held by the Company as treasury shares for cash, in each case as if section 561(1) of the Act did not apply to any such allotment and/or sale, provided that this power shall be limited to:
i. the allotment of equity securities and/or sale of treasury shares in connection with a rights issue, open offer or any other pre-emptive offer:
a. to holders of ordinary shares (excluding any holder of shares held as treasury shares) in proportion (as nearly as may be practicable) to their existing holdings; and
b. to holders of other equity securities (excluding any holder of shares held as treasury shares), as required by the rights of those securities, or as the Directors otherwise consider necessary,
subject, in either case, to such exclusions or other arrangements as the Directors (including a duly authorised committee thereof) may deem necessary or expedient to deal with fractional entitlements or legal or practical problems arising in any territory, the requirements of any regulatory body or stock exchange or any other matter whatsoever; and
ii. the allotment (otherwise than pursuant to sub-paragraph i.) of equity securities up to an aggregate nominal amount of £12,855,994;
provided that this authority shall expire on the conclusion of the next annual general meeting of the Company (or, if earlier, close of business on the date falling 15 months after the date on which this resolution is passed), save that the Company may, before such expiry, make offers or agreements which would or might require equity securities to be allotted (and/or treasury shares to be sold) after such expiry, and the Directors may allot equity securities (and/or sell treasury shares) in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.
- To authorise the Company generally and unconditionally for the purposes of section 701 of the Companies Act 2006 (the 'Act') to make market purchases, within the meaning of section 693(4) of the Act, of its own ordinary shares, subject to the following conditions:
i. the maximum number of such ordinary shares hereby authorised to be purchased is 92,037,233;
ii. the maximum price, exclusive of expenses, which may be paid for any such ordinary share is the higher of:
a. 5% above the average of the middle market quotations for the ordinary shares in the Company as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the date on which such ordinary shares are contracted to be purchased; and
b. the higher of the price of the last independent trade and the highest current independent bid on the London Stock Exchange Daily Official List at the time the purchase is carried out;
iii. the minimum price, exclusive of expenses, which may be paid for any such ordinary share is the nominal price of that share; and
iv. such authority shall (unless renewed prior to such time) expire on the conclusion of the next annual general meeting of the Company (or, if earlier, close of business on the date falling 15 months after the date on which this resolution is passed), save that the Company may, before such expiry, enter into a contract or contracts to purchase its ordinary shares which would or might be completed wholly or partly after such expiry and may purchase its ordinary shares in pursuance of any such contract or contracts as if the authority conferred by this resolution had not expired.
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5
- To authorise the Directors (including a duly authorised committee thereof) generally and unconditionally pursuant to section 551 of the Companies Act 2006 (the 'Act') to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company:
i. up to a maximum aggregate nominal amount of £15,428,781 in relation to any issue(s) by the Company of contingent convertible securities (being securities that automatically convert into or are exchanged for, or are required mandatorily to be converted into or exchanged for, ordinary shares in the Company in prescribed circumstances) ('Convertible Bonds') where the Directors consider that such an issuance of Convertible Bonds would be desirable in connection with, or for the purposes of complying with or maintaining compliance with, the regulatory capital requirements and targets applicable to the Company and/or the Group from time to time; and
ii. subject to applicable law and regulation, at such allotment, subscription or conversion prices (or such maximum or minimum allotment, subscription or conversion prices or using such allotment, subscription or conversion price methodologies) as may be determined by the Directors from time to time.
This authority shall apply in addition to all other authorities granted pursuant to section 551 of the Act (including any authority granted pursuant to resolution 11, if passed) and shall (unless previously renewed, revoked or varied by the Company in general meeting) expire on the conclusion of the next annual general meeting of the Company (or, if earlier, close of business on the date falling 15 months after the date on which this resolution is passed), save that the Company may, before such expiry, make offers or agreements which would or might require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry, and the Directors may allot shares or grant rights to subscribe for or convert securities into shares in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.
- To authorise the Directors (including a duly authorised committee thereof), subject to and conditional on the passing of resolution 14, to allot equity securities (as defined in section 560 of the Companies Act 2006 (the 'Act')) for cash pursuant to the authority conferred by resolution 14 as if section 561(1) of the Act did not apply to any such allotment.
This authority shall apply in addition to any authority granted pursuant to resolution 12, if passed, and shall (unless previously renewed, revoked or varied by the Company in general meeting) expire on the conclusion of the next annual general meeting of the Company (or, if earlier, close of business on the date falling 15 months after the date on which this resolution is passed), save that the Company may, before such expiry, make offers or agreements which would or might require equity securities to be allotted after such expiry, and the Directors may allot equity securities in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.
- To authorise and approve that a general meeting, other than an annual general meeting, may be called on not less than 14 clear days' notice.
By Order of the Board
Iain Jones
Company Secretary
26 March 2026
Notice of Meeting 2026
The resolutions explained
The resolutions that we are asking you to vote on are written in a way that makes them legally valid. To help make things clearer, we have explained each resolution here. The Directors consider all the resolutions to be in the best interests of the Company and our shareholders as a whole. They unanimously recommend that shareholders vote in favour of them. If you have any questions about the resolutions, please contact us using the details on the back page of this Notice of Meeting.
Ordinary resolutions and special resolutions
There are two kinds of resolutions for you to vote on: ordinary resolutions and special resolutions. The main difference between these is the percentage of votes needed to approve them.
For an ordinary resolution to be passed, more than 50% of the votes on it must be in favour. For a special resolution to be passed, 75% or more of the votes on it must be in favour.
All votes at the AGM will be taken on a poll, rather than on a show of hands. This means that every share voted will count whether you complete and submit your voting form online, by post or vote in person at the AGM. We think that this is the fairest way to count votes, for all our shareholders.
Resolution 1 – ordinary resolution:
To receive and consider the annual report and accounts 2025
The directors of a company usually present each year's annual report and accounts at the AGM. You can go online at aberdeenplc.com/agm to read our annual report and accounts 2025 and our strategic report and financial highlights 2025 document which contains a summary of the most important financial figures.
At the AGM, we will be asking you formally to receive and consider the annual report and accounts 2025, including the reports of the Directors and of the auditors on the accounts.
Resolution 2 – ordinary resolution:
To declare a final dividend for 2025
The Directors recommend that a final dividend is paid to shareholders. We will be asking you to approve this proposed final dividend payment for 2025 of 7.30 pence on each ordinary share.
If approved at the AGM, we plan to pay the final dividend on 6 May 2026 to shareholders whose names were on the register at close of business on 20 March 2026.
Resolution 3 – ordinary resolution:
To re-appoint KPMG LLP as auditors
We have to appoint auditors at every general meeting where we present accounts to shareholders. The auditors' appointment usually lasts from one AGM until the end of the following year's AGM.
We will be asking you to re-appoint KPMG LLP as our auditors until the end of our next AGM. The audit was last subject to a tender for the financial year ended 31 December 2017. The audit for the year ended 31 December 2025 is therefore KPMG LLP's 9th year as auditor. In October 2024, the Company's Audit Committee (replaced during 2025 by the Audit and Risk Committee) approved holding an audit tender process in 2025, effective for the year ended 31 December 2027. This is in line with mandatory tender requirements, with the year ended 31 December 2026 being KPMG LLP's 10th year as auditor.
This tender resulted in the proposal, subject to shareholder approval at the 2027 AGM, to appoint Ernst & Young LLP as the auditor for the 2027 financial year.
Notice of Meeting 2026
Notice of Meeting 2026
Resolution 4 – ordinary resolution:
To authorise the Audit and Risk Committee to set the auditors' fees
It is now usual for the audit committee of a company to be authorised to agree the auditors' fees for and on behalf of the board of directors of the relevant company.
We will be asking you to authorise the Audit and Risk Committee of the Company to set the auditors' fees for 2026 for and on behalf of the Board.
Resolution 5 – ordinary resolution:
To approve the Directors' remuneration report, excluding the remuneration policy
The Directors' remuneration report, setting out how much each Director received in pay and benefits in 2025, is on pages 105 to 138 of the annual report and accounts 2025.
In this resolution, we ask you to approve all parts of this report, other than the remuneration policy. The vote is advisory and the Directors' entitlement to receive remuneration is not conditional on it.
Resolution 6 – ordinary resolution:
To approve the Directors' remuneration policy
In this resolution, we ask you to approve the Directors' remuneration policy which is set out in full on pages 129 to 138 of the annual report and accounts 2025. Please see the Remuneration Committee Chairman's statement on pages 105 to 109 of the annual report and accounts 2025 for details of the proposed changes to the current remuneration policy. Once the Directors' remuneration policy is approved, the Company will not be able to make a remuneration payment to a current or prospective director, or a payment for loss of office to a current or past director, unless that payment is consistent with the policy or an amendment to that policy authorising the Company to make the payment has been approved by a resolution of the shareholders. If the Directors' remuneration policy is approved and remains unchanged, it will be valid for a period of up to three years without any new shareholder approval being required. The Directors' remuneration policy will, subject to receiving shareholder approval at the AGM, be effective immediately from the conclusion of the AGM.
Resolution 7 – ordinary resolution:
To approve the proposed amendments to the Aberdeen Group plc Executive Long Term Incentive Plan 2024
In this resolution, we ask you to approve certain amendments which are proposed to be made to the rules of the Aberdeen Group plc Executive Long Term Incentive Plan 2024 (the 'LTIP').
The effect of the proposed amendments to the rules of the LTIP is to permit the grant of 'restricted share awards', being awards over shares which are not subject to any performance conditions. Where a 'restricted share award' is granted, the amended LTIP rules will require such an award to be granted subject to an underpin condition. Where the underpin condition which is applicable to a 'restricted share award' is not met, the extent to which such award shall vest (if at all) will be determined by the Remuneration Committee on a discretionary basis.
The proposed amendments are intended to align the rules of the LTIP with the Directors' remuneration policy which is proposed for approval by shareholders under Resolution 6, specifically the 'Performance measures or underpin' sub-section of the Long Term Incentive Plan section on page 131 of the annual report and accounts 2025.
A copy of the rules of the LTIP, marked up to reflect the proposed amendments which shareholders are requested to approve by way of Resolution 7, is available for inspection as noted on page 18 of this document.
The amendments to the LTIP will, subject to receiving shareholder approval at the AGM, be effective immediately from the conclusion of the AGM.
Resolutions 8A, 8B, 8C, 8D, 8E, 8F and 8G – ordinary resolutions:
Individual re-election of Directors
The UK Corporate Governance Code recommends that all directors of FTSE 350 companies stand for annual election by shareholders. In line with this, all of our Directors, with the exception of Siobhan Boylan, will be retiring at this year's AGM and all will be standing for re-election.
The Directors' biographies and highlights of each Director's contribution to the Company are on pages 12 to 13 of this document.
In relation to the proposed re-election of John Devine, we recognise that John will come to the end of his term at the close of the 2026 AGM. As explained in the Company's annual report and accounts 2025, it is proposed that he be re-elected for a further term (to expire at the end of the 2027 AGM). In recommending a further one-year term until the end of the 2027 AGM, the Nomination and Governance Committee considered the need to sustain continuity and the current balance of skills and experience on the Board and its committees during a period of Chair transition. The Board remains committed to non-executive Director recruitment under the leadership of a new Chair and does not expect to extend John's tenure beyond the
2027 AGM, other than in exceptional circumstances and in line with the Code's "comply or explain" framework. Following the recommendation from the Nomination and Governance Committee, the Board concluded that John continued to be independent in character and judgement and that there were no relationships that were likely to affect, or could appear to affect, his judgement. The Board also considered that John continues to make high quality contributions to Board and committee meetings, providing effective and constructive challenge to management and demonstrating objective and independent judgement. The Board concluded that it was in the best interests of the Company for John to remain on the Board to support the continuity of the Board and its committees during the Chair transition period and that John was considered to be independent.
In relation to the proposed re-election of all our Directors, I would like to take this opportunity, as Chairman and as is recommended by the UK Corporate Governance Code, to confirm that the information on pages 12 to 13 sets out the specific reasons why each Director's contribution is, and continues to be, important to the Company's long-term sustainable success and that formal performance evaluations have again been undertaken for each of our executives and non-executives in relation to fulfilment of their duties as directors. These evaluations show that the performance of each Director continues to be effective. The Directors have all demonstrated commitment to their roles, they have participated meaningfully and significantly as Directors and I have no doubt that they will continue to do so.
Resolution 9 – ordinary resolution:
Individual election of a Director
We will be asking you to vote to elect Siobhan Boylan as a Director of the Company. Siobhan was appointed as Chief Financial Officer and to the Board in July 2025. As her appointment was after our last AGM, she will be standing for election at the 2026 AGM.
Her biography is on page 14.
Resolution 10 – ordinary resolution:
To provide limited authority to the Company and its subsidiaries to make political donations and to incur political expenditure
The Company has a long-standing policy not to make donations to political parties or election candidates. As detailed in our annual reports and accounts, the Company has not made any political donations since it first listed and we do not intend to change this.
But the law in the Companies Act 2006 is very broadly drafted and says that UK companies cannot incur any 'political expenditure' or make any 'political donations' to political organisations, parties or independent election candidates without shareholder approval. It is so broad that it could cover normal business activities in certain circumstances.
For example, it could include the funding of seminars and other functions that politicians may be invited to and supporting organisations that are involved in policy review and law reform.
If we did fail to comply with these laws the consequences would be serious. So we are asking for your authority as a precaution, to prevent unintentional breach of the legislation.
Resolution 11 – ordinary resolution:
To authorise the Directors to issue further shares
The Directors are committed to managing the Company's share capital effectively. Issuing shares is one of the options they review from time to time. Most listed companies renew their directors' authority to issue shares at each AGM. This gives shareholders the chance to approve the authority regularly. It also takes account of changes in the issued share capital since the last AGM.
We will be asking you to authorise the Directors to issue extra shares up to a total nominal amount of £25,711,989. This represents up to 184,074,467 shares and 10% of our total issued share capital (rounded down to the nearest whole number) as at 27 February 2026. This authority will expire at the end of the AGM in 2027 (or 15 months after the date this resolution is passed, if that is earlier), unless it is renewed, revoked or varied before that time. The Directors do not currently intend to use the authority except to issue shares to Group employees in line with the terms of the Aberdeen Group plc (Employee) Share Plan.
Resolution 12 – special resolution:
To disapply share pre-emption rights
If shares are being issued for cash, the Companies Act 2006 says that those shares have to be offered to existing shareholders first, in proportion to the number of shares they already hold. This is called a pre-emption right. There may be times when it is in the Company's best interests for the Directors to issue shares in another way.
We are asking you to authorise the Directors to do this, up to a maximum total nominal amount of £12,855,994. This represents 5% of our total issued share capital (rounded down to the nearest whole number) as at 27 February 2026. We are also asking you to authorise the Directors to make some other adjustments that may be made for technical reasons in connection with rights issues or other pre-emptive issues.
The Company has no shares in treasury and currently has no intention to hold shares in treasury. The right to sell shares held in treasury is merely intended to provide flexibility should the need arise.
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Notice of Meeting 2026
Resolution 13 – special resolution:
To give authority for the Company to buy back up to 5% of its issued ordinary shares
The Directors are committed to managing the Company's share capital effectively. Buying back some of the Company's shares is one of the options they review from time to time. The Directors will exercise the authority to make market purchases of the Company's own shares only when to do so would be in the best interests of the Company and of its shareholders generally and would lead to an increase in the Company's earnings per share.
This resolution is included to give flexibility to the Directors:
- when deciding on the most appropriate method and timing of any such return, and
- when managing the Company's share capital more generally. The Company continues to monitor opportunities to sell down its stakes in listed companies in order to generate capital. Following such sales, the Board intends to use the authority granted by this resolution to return a significant proportion of the capital generated to shareholders.
If the Company did buy back any of its own shares on the market, it would be on these terms:
- The maximum number of ordinary shares we can buy is 92,037,233. This represents 5% of our total issued share capital (rounded down to the nearest whole number) as at 27 February 2026.
- The maximum price (not including expenses) we can pay for each share is the higher of:
- 5% above the average middle market price of the share. This is based on the London Stock Exchange Daily Official List for the five business days immediately before the day we formally agree to buy the shares, and
- the higher of the price of the last independent trade and the highest independent bid price taken from the London Stock Exchange Daily Official List at the time we buy the shares.
- The lowest price (not including expenses) we can pay for each share is the nominal value of that share.
- The authorisation will last until our next AGM or for 15 months from the date on which this resolution is passed, if that is earlier.
- If we agree to buy back shares before this authority expires, the purchase may be completed after the authority expires.
- Any shares we buy under this authority may either be cancelled or held in treasury. Treasury shares can be cancelled by the Company, sold for cash or used for the purposes of an employee share scheme. No dividends are paid on shares held as treasury shares, and they do not have any voting rights.
This resolution reflects the current laws and regulations that apply to companies asking for authority to buy back their own shares. It also follows the relevant investor protection guidelines, which are more restrictive in some ways.
The total number of options to subscribe for ordinary shares outstanding as at 30 January 2026 is 72,807,830. These options relate to awards granted under the Company's share plans. This represents 3.9% of the Company's issued share capital as at 27 February 2026. If the Company bought back the maximum number of shares allowed under the authority given under this resolution and then cancelled all those shares, the total number of options outstanding would represent 4.1% of the Company's issued share capital as at 27 February 2026. The Company currently has no shares in treasury.
Resolution 14 – ordinary resolution:
To authorise the Directors to allot shares in relation to the issuance of Convertible Bonds
The Directors are committed to managing the regulatory capital requirements and targets of the Company and the Group appropriately from time to time. Convertible Bonds are debt securities which convert into ordinary shares upon the occurrence of a specified trigger event and that are eligible to be used to meet the regulatory capital requirements applicable to the Company and/or the Group from time to time. Shareholders authorised the allotment of shares in relation to the issuance of Convertible Bonds at the 2025 AGM, on the basis that the authority would expire at the end of the 2026 AGM. The Company is therefore seeking to renew this authority.
We are asking you to authorise the Directors to allot shares and grant rights to subscribe for or to convert any security into ordinary shares in the Company up to a maximum aggregate nominal amount of £15,428,781 (equivalent to 110,456,045 shares which is 6% of the Company's issued share capital as at 27 February 2026) in connection with the issues of Convertible Bonds. This authority is set at a level to provide maximum flexibility to allow the Directors to manage the Company's capital structure efficiently given the dynamic regulatory requirements and market appetite for this form of capital instrument.
This authority will expire at the end of the AGM in 2027 (or 15 months after the date this resolution is passed, if that is earlier), unless it is renewed, revoked or varied before that time.
The Directors may use this authority where they consider it desirable in order to comply with, or to maintain compliance with, regulatory capital requirements and targets applicable to the Company and/or the Group from time to time. The request for this authority should not be taken as an indication that the Company intends to issue any Convertible Bonds.
Resolution 15 – special resolution:
To disapply pre-emption rights in respect of allotments of equity securities in relation to the issuance of Convertible Bonds
If securities which convert into shares are being issued for cash, the Companies Act 2006 says that those securities have to be offered to existing shareholders first, in proportion to the number of shares they already hold. This is called a pre-emption right. There may be times when it is in the Company's best interests for the Directors to issue securities in another way. We are asking you to authorise the Directors to do this, in relation to the Convertible Bonds that may be allotted under resolution 14, up to a maximum aggregate nominal amount of £15,428,781 (equivalent to 110,456,045 shares). This represents 6% of our total issued share capital (rounded down to the nearest whole number) as at 27 February 2026.
Resolution 16 – special resolution:
To allow the Company to call general meetings on 14 clear days' notice
AGMs must always be called with 21 clear days' notice, but other general meetings of the Company may be called on less notice if shareholders agree to a shorter period.
Shareholders passed a resolution at our 2025 AGM agreeing that we could call general meetings (other than AGMs) on giving 14 clear days' notice. We are proposing a similar resolution at this year's AGM so that we can still do this if we need to. We will only use the shorter notice period where the flexibility would be helpful given the business of the meeting and where we think it is to the advantage of shareholders as a whole. So we are asking for your authority to benefit from the flexibility for another year.
If this resolution is passed, the authority will last until the 2027 AGM, when we would intend to propose a similar resolution again.
Sir Douglas Flint
Chairman
Notice of Meeting 2026
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Notice of Meeting 2026
Directors standing for re-election
Biographical details and shareholdings of the Directors are as at 27 February 2026. Directors' ages are as at the date of the AGM.
Full details of experience and competencies of directors standing for re-election can be found at aberdeenplc.com/en-gb/about-us/our-leadership-team or by scanning the QR code.
☐ Go online to vote at shareview.co.uk
Vivek Ahuja
Non-Executive Director
Appointed to the Board: October 2024
Age: 59
Nationality: Singaporean
Shares: Nil
Board committee(s): Audit and Risk Committee (Chair); Nomination and Governance Committee
Experience and competencies
Vivek is a global business leader with over 30 years of senior management experience in international financial services and private equity. He offers considerable expertise in strategy, business transformation, risk management and corporate governance.
Prior to joining Aberdeen's Board, Vivek held several prominent executive roles, including CEO of private equity firm, Terra Firma, and Deputy Group CFO of Standard Chartered.
Jonathan Asquith
Non-Executive Director and Senior Independent Director
Appointed to the Board: September 2019
Age: 69
Nationality: British
Shares: 205,864
Board committee(s): Remuneration Committee (Chair); Audit and Risk Committee; Nomination and Governance Committee
Experience and competencies
Jonathan has considerable experience as a non-executive director within the investment management and wealth industry, which enables him to provide crucial insights to Aberdeen.
Prior board experience includes almost 10 years on the board of 3i Group and non-executive roles as Chair of Citigroup Global Markets, Citibank International, Dexion Capital plc and AXA Investment Managers. From 2002 to 2008, he was a director of Schroders plc, serving as CFO and, subsequently, Executive Vice Chairman.
Katie Bickerstaffe
Non-Executive Director
Appointed to the Board: October 2024
Age: 59
Nationality: British
Shares: 30,195
Board committee(s): Remuneration Committee
Experience and competencies
Katie is a highly-regarded retail and consumer business leader, bringing strong perspectives on digital business models and transformation programmes to the Aberdeen Board.
During her executive career, Katie held numerous leadership positions, including as Co-CEO of multinational food, clothing and homewares retailer, Marks and Spencer, Executive Chair and CEO Designate at energy provider SSE, and CEO of UK & Ireland at Dixons Carphone.
John Devine
Non-Executive Director
Appointed to the Board: July 2016
Age: 67
Nationality: British
Shares: 52,913
Board committee(s): Audit and Risk Committee; Nomination and Governance Committee
Experience and competencies
John provides the Board with extensive insights into financial reporting and risk management, which he gained through his successful career in investment banking, asset management and capital markets.
From 2008 to 2010, John was Chief Operating Officer of Threadneedle Asset Management. Previously, he held several senior executive positions at Merrill Lynch in London, New York, Tokyo and Hong Kong.
Director's standing for re-election – cont.
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Hannah Grove
Non-Executive Director
Appointed to the Board: September 2021
Age: 62
Nationality: American and British
Shares: 33,000
Board committee(s): Nomination and Governance Committee; Remuneration Committee
Experience and competencies
Hannah provides expertise in leading brand, communications, client experience and digital marketing strategies. She combines this expertise with deep knowledge of regulatory, governance and employee engagement matters. Hannah is also a non-executive director on the boards of Standard Life Savings Limited and Elevate Portfolio Services Limited, wholly owned subsidiaries of Aberdeen.
Before joining the Aberdeen board, Hannah enjoyed a 22-year career at State Street, including 12 years as Chief Marketing Officer.
Cathleen Raffaeli
Non-Executive Director
Appointed to the Board: August 2018
Age: 69
Nationality: American
Shares: 9,315
Board committee(s): Audit and Risk Committee; Remuneration Committee
Experience and competencies
Cathleen has strong experience in financial technology, wealth management and banking with a background in the platforms sector, as well as international board experience. She brings these insights to bear as non-executive chair of the boards of Aberdeen Platform Limited and Elevate Portfolio Services Limited, wholly owned subsidiaries of Aberdeen.
Her role provides a direct link between the Board and the platform businesses that help us connect with clients.
Jason Windsor
Chief Executive Officer
Appointed to the Board: October 2023
Age: 53
Nationality: British
Shares: 570,841
Board committee(s): N/A
Experience and competencies
Jason was appointed as Group CEO in September 2024, having joined as CFO in October 2023. He has over 30 years of industry experience with a strong track record of leadership in finance, mergers and acquisitions, and strategic planning.
He previously served as CFO of Persimmon plc and in leadership roles at Aviva plc, including as Group CFO. Jason previously spent 15 years at Morgan Stanley in London and Singapore, latterly as managing director within its investment banking division.
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Notice of Meeting 2026
Directors standing for election
Biographical details and shareholding are as at 27 February 2026. Siobhan's age is as at the date of the AGM.
Full details of experience and competencies for Siobhan can be found at aberdeenplc.com/en-gb/about-us/our-leadership-team or scan the QR code.
Siobhan Boylan
Chief Financial Officer
Appointed to the Board: July 2025
Age: 56
Nationality: British
Shares: 76,305
Board committee(s): N/A
Experience and competencies
Siobhan has over 30 years of experience across the financial services sector, including wealth and asset management, retirement savings, pensions, and insurance.
Previously Siobhan held CFO positions at Coutts & Co, Brewin Dolphin, and Legal & General Investment Management. Prior experience also includes senior finance positions at Aviva plc, and as an independent non-executive director at Jupiter Fund Management plc. She is a Chartered Accountant (ACA), having trained with PwC.
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Notice of Meeting 2026
Notice of Meeting 2026
Guidance for shareholders
Attendance at the meeting and voting
a. Entitlement to attend and vote
To be entitled to attend and vote at the AGM (and for the purpose of determination by the Company of the votes they may cast), shareholders and Aberdeen Share Account members must be on the Company register or Aberdeen Share Account register at 6pm (UK time) on Monday 27 April 2026 or, if the AGM is adjourned, at 6pm on the date which is two days before the time of the adjourned meeting. Changes to the register after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the AGM. If you have notified Equiniti or the Company (electronically or in hard copy) of voting instructions or proxy appointment, you may not change your instructions or appointment after the deadline unless you are entitled to, and do, attend the AGM in person.
b. How to vote
All shareholders are encouraged to vote either in advance or during the meeting. For more information on voting via proxy or nominated persons, please see pages 16 and 17 of this document. You can still attend and vote at the meeting, in person, even although you have submitted your proxy voting instruction.
Voting in advance of the meeting
Online: Visit shareview.co.uk
- If you have already registered for Shareview, log in using your username, password and date of birth.
- Choose 'For', 'Against' or 'Withheld' for each of the resolutions.
- Submit your voting instruction.
By post:
- For shareholders that have opted to receive a paper voting form, follow the instructions from the Chairman.
- Choose 'For', 'Against' or 'Withheld' for each of the resolutions.
- Sign and date the form.
A 'Vote Withheld' is not a vote in law and will not be counted in the calculation of votes 'For' and 'Against' each resolution.
You must submit your online voting instruction or return your paper voting form so that Equiniti Limited receives it no later than 2pm on Monday 27 April 2026, or your vote will not count. If the AGM is adjourned, your vote will not count if your voting instructions are not received at least 48 hours before the time of the adjourned meeting.
Shareholders in the Aberdeen Group plc (Employee) Share Plan and Equiniti Global Nominee:
You can instruct the relevant trustee how you want the votes in respect of your shares to be exercised at the AGM.
- UK Plan: Submit your voting instruction so that it is received no later than 2pm (UK time) on Friday 24 April 2026 or your vote will not count. If the AGM is adjourned, your voting instruction must be received at least 3 business days before the time of the adjourned meeting, or your voting instruction will not count.
- Irish Plan: Submit your voting instruction so that it is received no later than 2pm (UK time) on Monday 20 April 2026, or your vote will not count. If the AGM is adjourned, your voting instruction must be received at least 7 business days before the time of the adjourned meeting, or your voting instruction will not.
- Global Nominee: Submit your voting instruction so that it is received no later than 2pm (UK time) on Monday 20 April 2026, or your vote will not count. If the AGM is adjourned, your voting instruction must be received at least 7 business days before the time of the adjourned meeting, or your voting instruction will not count.
Voting during the meeting
Votes can only be submitted during the meeting by those shareholders attending in person. A poll card will be provided on registration and collected on the conclusion of the meeting.
c. The results of the vote
The results of the voting at the AGM will be announced through a Regulatory Information Service and will be published on aberdeenplc.com/agm later that day.
You can also find out the results of the vote and details of how your vote was recorded and counted in the poll in respect of each resolution by contacting us. Contact details are on the back page of this document.
15
16
Notice of Meeting 2026
Shareholder questions
d. The right to ask questions
Any shareholder (or their appointed proxy) attending the AGM may ask questions relating to the business of the meeting. The Company will seek to answer such questions, but may decide not to do so where answering would (i) unduly interfere with the orderly preparation or conduct of the AGM, (ii) would require the disclosure of confidential information, (iii) where the answer has already been made available on the Company's website, or (iv) where it would not be in the interests of the Company or the good order of the meeting.
e. Registration of shareholder questions
Shareholders may submit questions in advance or ask questions in person during the meeting. Questions should relate only to the business of the meeting. We may group similar questions together, and questions will be answered by the Board or, where appropriate, by members of the executive management team, as far as is practical during the meeting.
We'd encourage you to submit your questions in advance of the meeting by e-mailing [email protected] by no later than 2pm on Monday 27 April 2026. This will enable the Chairman to provide comprehensive and constructive answers during the Q&A session, which will take place before the formal voting process.
Shareholders attending the meeting in person will have the opportunity to ask questions once the Chairman has opened the Question-and-Answer session.
Manner of shareholding
f. Shares held in the Aberdeen Share Account
Shares are held on your behalf in the name of Equiniti Corporate Nominees Limited, a wholly owned subsidiary of the administrators of the Aberdeen Share Account, Equiniti Financial Services Limited.
Equiniti Corporate Nominees Limited is the registered shareholder and you can tell them how you want the votes in respect of your shares to be exercised at the AGM by using your voting form from the Chairman or by submitting your voting instruction online at shareview.co.uk
You can attend, speak and vote in person or you can instruct Equiniti Corporate Nominees Limited to appoint another person to attend and speak at the AGM and to vote on your behalf as part of a poll. This person is called a 'proxy'. Find out more in 'Proxy appointment and voting' below and 'Special situations' on page 17.
g. Shares held in the Aberdeen Group plc (Employee) Share Plan
Shares in the Aberdeen Group plc (Employee) Share Plan (the 'Plan') are held on your behalf by Equiniti Share Plan Trustees Limited or Ocorian Corporate Trustees (Ireland) Limited.
h. Shares held by Equiniti Global Nominee
Shares in the Equiniti Global Nominee are held on your behalf in the name of Wealth Nominees Limited.
i. Shares held by certificate or in CREST
In all instances, you can attend, speak and vote in person at the AGM. Alternatively, you can appoint another person to attend and speak at the AGM and to vote on your behalf as part of a poll. This person is called a 'proxy'. Find out more in 'Proxy appointment and voting' below and 'Special situations' on page 17.
Proxy appointment and voting
j. Appointing a proxy
Shareholders may appoint another person or persons (a 'proxy') to exercise all or any of their rights to attend, speak and vote on their behalf at the AGM, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. A proxy does not need to be a shareholder in the Company.
Appoint a proxy by:
- using the online voting form – visit shareview.co.uk where you can log on to your shareview portfolio to do this; or
- using your paper voting form from the Chairman – read the guidance notes on the back.
If you do not submit an online proxy voting instruction or you do not complete and return a paper voting form nominating a proxy so that Equiniti Limited receives it no later than 2pm (UK time) on Monday 27 April 2026, then your vote will not count. If the AGM is adjourned, your vote will not count if your voting instructions are not received at least 48 hours before the time of the adjourned meeting. To be valid, any proxy appointment must be received no later than 2pm (UK time) on 27 April 2026.
k. How to appoint a proxy if you are a CREST member
CREST members can appoint a proxy through the CREST electronic proxy appointment service by following the steps in the CREST Manual on the Euroclear website euroclear.com. If you are a CREST personal member, CREST sponsored member, or have a voting service provider, contact your CREST sponsor or voting service provider who will take the appropriate action for you.
For a proxy appointment or instruction made using the CREST electronic proxy appointment service to be valid, the appropriate CREST message (a 'CREST Proxy Instruction') must:
- be properly authenticated in accordance with the specifications of Euroclear UK & International Limited ('Euroclear');
- contain the information as described in the CREST Manual; and
- be transmitted (whether the message constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy) so that it is received by the issuer's agent Equiniti Limited (CREST participant ID RA19) by no later than 2pm (UK time) on
Monday 27 April 2026, or your vote will not count. If the AGM is adjourned, your vote will not count if your voting instructions are not received at least 48 hours before the time of the adjourned meeting. For this purpose, the time of receipt will be taken to be the time from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner that is required by CREST. This will be determined by the timestamp applied to the message by the CREST Application Host. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.
CREST members and their sponsors or voting service providers must ensure messages are transmitted on time. Euroclear does not provide special procedures for any message, so normal system timings and limitations apply. Refer to the CREST Manual for details on system limitations and timings.
The Company may treat a CREST Proxy Instruction as invalid in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
I. Proxymity
Institutional investors can appoint a proxy for the AGM, and any adjournment, via the Proxymity platform, a process which has been agreed by the Company and approved by Equiniti. Please visit proxymity.io for further information.
Before appointing a proxy via this process, you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy.
Your proxy must be lodged by 2pm (UK time) on Monday 27 April 2026 in order to be considered valid. If the AGM is adjourned, your proxy will not count if it is not lodged at least 48 hours before the time of the adjourned meeting.
m. Nominated persons
Any person to whom this notice is sent who is a person nominated under section 146 of the Companies Act 2006 to enjoy information rights (a 'Nominated person') may have a right, under an agreement between them and the shareholder by whom they were nominated, to be appointed (or to have someone else appointed) as a proxy for the AGM.
A Nominated person who has no, or does not wish to exercise, such proxy appointment right may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.
The statement of the rights of shareholders in relation to the appointment of proxies in section j. does not apply to Nominated persons.
Other voting arrangements
n. Special situations
- Corporate representatives: A validly authorised representative of a corporation that is a shareholder may attend the AGM or any adjournment and vote in person – or the corporation may appoint a proxy. They can either submit a CREST or Proxymity Proxy Voting Instruction or complete and return a paper voting form with the common seal of the corporation applied to it or else it must be signed by an authorised person, stating the capacity in which they are signing.
Any corporation that is a shareholder can appoint multiple corporate representatives to exercise its rights as a shareholder, but they must be acting in relation to different shares.
-
Managing shareholder affairs: If a shareholder is a patient under mental health legislation or subject to a court order because they cannot manage their own affairs, the person appointed to act for them may act as their representative at the AGM or any adjournment. This person may exercise all their rights as a shareholder, including the right to appoint a proxy.
-
Power of attorney: Any power of attorney or evidence of other authority under which a paper voting form is signed, or a copy of the power of attorney or evidence of authority that has been certified by a solicitor or notary public, must be sent with the paper voting form (if used), so as to arrive no later than 2pm (UK time) on Monday 27 April 2026 – or, if the AGM is adjourned, by the time which is 48 hours before the time of the adjourned meeting.
-
Additional forms: If you need more paper voting forms, contact Equiniti (contact details are on the back page of this document), or you can photocopy your paper voting form, if you received one.
You will be asked to specify the number of shares for which each proxy is authorised to act. If you appoint one or more proxies and the total number of shares you specify is higher than the total number of shares you hold at 6pm (UK time) on Monday 27 April 2026 – or, if the AGM is adjourned, at 6pm on the date which is two days before the time of the adjourned meeting – then we may not be able to treat any of the appointments as valid. If you submit more than one valid proxy appointment or voting form in respect of the same shares, the last appointment we receive before the deadline will take precedence. You must sign and date all paper voting forms and return them in the same envelope.
- Joint holders: In the case of joint shareholdings, if more than one of the joint holders requests to appoint a proxy, the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company's register of members, the shareholder named first being the most senior.
Notice of Meeting 2026
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Notice of Meeting 2026
Other proceedings and general shareholder information
o. Members' requests
Under section 527 of the Companies Act 2006, members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the auditors' report and the conduct of the audit) that are to be laid before the AGM; or (ii) any circumstance connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with section 437 of the Act. The Company may not require the shareholders requesting any such website publication to pay its expenses in complying with sections 527 or 528 of the Act. Where the Company is required to place a statement on a website under section 527 of the Act, it must forward the statement to the Company's auditors not later than the time when it makes the statement available on the website. The business which may be dealt with at the AGM includes any statement that the Company has been required under section 527 of the Act to publish on a website.
p. Other rights
Shareholders have the right to request the Company to: (i) circulate, to those entitled to receive this notice, additional resolutions to be voted on at the meeting; and (ii) include other matters in the business to be dealt with at the AGM, if the shareholders meet the requirements set out in sections 338 and 338A of the Companies Act 2006. The Company may refuse to circulate a proposed resolution, or to include an additional matter of business, if it is considered by the Company to be defamatory, frivolous or vexatious or, in the case of a resolution, if it would be ineffective for any reason (for example, it is inconsistent with law or the Company's constitution). A request may be in electronic or paper form. It must state the proposed resolution or the additional matter of business, be authorised by the shareholders making it and be received by the Company no later than the time at which notice is given of the AGM. A request for a matter to be included in the business of the meeting must also be accompanied by a statement setting out the grounds for the request.
q. Number of votes
On a poll, each shareholder who is entitled to vote and is present in person at the AGM may cast (or direct the casting of) one vote for each share held. This is also the case for a shareholder present by proxy or, in the case of a shareholder corporation or a shareholder unable to manage his or her affairs, where they are represented by a properly authorised representative (see the 'Special situations' section on page 17). In the case of proxies, they may cast one vote for each share to which their appointment relates. A proxy or a properly authorised representative may cast the votes of the shareholder he or she is acting for (in accordance with any instructions given) as well as any votes he or she may cast in his or her own right as a shareholder in the Company.
A 'Vote Withheld' is not a vote in law. This means that it will not be counted in the votes 'For' or 'Against' the resolution. If no voting indication is given, your proxy may vote or abstain from voting at his or her discretion and may vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the AGM.
r. Total voting rights
On 27 February 2026 – the latest practicable business day before the printing of the Notice of Annual General Meeting – the Company's issued share capital consisted of 1,840,744,675 ordinary shares, carrying one vote each. No shares were held in treasury. Therefore, the total voting rights in the Company as at 27 February 2026 were 1,840,744,675.
s. Documents for inspection
Copies of these documents are available for inspection:
- the Directors' service contracts or letters of appointment
- the Directors' deeds of indemnity, entered into in connection with the indemnification of Directors' provisions in the Company's articles of association
- a copy of the Aberdeen Group plc Executive Long Term Incentive Plan 2024 rules, in the proposed amended form; and
- the Company's articles of association.
You can see them during normal business hours from Monday to Friday (except public holidays) at 1 George Street, Edinburgh EH2 2LL and at the offices of the Company's solicitors, Slaughter and May, One Bunhill Row, London EC1Y 8YY.
A copy of the rules of the Aberdeen Group plc Executive Long Term Incentive Plan 2024, in the proposed amended form, is available for inspection on the National Storage Mechanism from the date of publication of this Notice.
Copies of all the documents noted above will also be available for inspection at the AGM for at least 15 minutes before and throughout the meeting and via our website at aberdeenplc.com/agm.
t. Further shareholder communications
Our corporate website is the principal means we use to communicate with our shareholders.
A copy of the Notice of Annual General Meeting, and other information required by section 311A of the Companies Act 2006, can be found at aberdeenplc.com/agm.
u. Times and deadlines
All times in this Notice of Annual General Meeting are UK times. Non-working days are not included when calculating relevant deadlines.
Attending the meeting
Attending the meeting in person
How to get there
The Assembly Rooms is at 54 George Street, Edinburgh, EH2 2LR
By train: A 20-minute walk from Haymarket station and a 10-minute walk from Waverley station.
By bus: The main bus station is in St. Andrew Square, a 10-minute walk.
By tram: Princes Street and St Andrew Square tram stops are about 10 minutes' walk from the Assembly Rooms.
By air: Taxi journey time from the airport is around 25 minutes - bus and tram services to the city centre take around 30 minutes.
By car: Some on-street parking is available near the Assembly Rooms. The nearest car parks are at Castle Terrace or the Omni Centre.
These directions are accurate at the time of printing.
Admission to the venue and security
You must bring photo ID and your letter or email from the Chairman. If you do not have this, two forms of ID will be required. Proxies must also provide ID and confirm the shareholder's details who they are representing. We reserve the right to refuse entry in the event we are not satisfied with proof of identity or authority.
For everyone's safety, security screening and bag searches will take place. Please bring only one small bag. Cameras, recording devices, and other large items must be left in the cloakroom. Photography and recording are not permitted.
You will be required to put your mobile phone in a security pouch, which will allow you to use your phone prior to the meeting but prevents filming or recording. Mobile phones must be turned off during the meeting. On leaving the meeting, the pouch will be unlocked and collected by our security team.
No one attending the meeting may bring disruptive items (leaflets, banners, flags, whistles), or other items that may present a threat to the security or good order of the meeting, into the premises. Food and drink, including water bottles, are also not permitted.
We will not permit behaviour which may interfere with anyone's security, safety or comfort, or the good order of the meeting.
Non-compliance with any of our security measures or disruptive behaviour may result in refusal of entry or removal from the meeting.
Assistance
An induction loop is available for hearing aid users and Sign language interpreters will be present during the meeting. Wheelchair-accessible facilities are provided. If you have any additional accessibility needs, please speak to a steward on arrival.
Recording
The AGM will be recorded and will be available on our website at aberdeenplc.com/agm. Please note that you may be filmed if you ask a question in person during the meeting.
Watching the Meeting Online
The 2026 AGM will be held as an in person only meeting, reflecting prevailing FTSE 350 practice and helping to facilitate a more secure, cost effective event with higher quality engagement between the Board and shareholders. This means shareholders viewing the meeting electronically will not be able to vote or ask questions.
To view the meeting online, visit aberdeenplc.com/agm and follow the links to the webcast. Questions in advance of the meeting can be submitted until 2pm on Monday 27 April 2026 by emailing [email protected]. Should there be any follow up questions after the meeting, please contact the same email address and we will ensure these are passed to the appropriate team to respond.
Notice of Meeting 2026
Contact us
Extensive information, including answers to frequently asked questions, can be found online at shareview.co.uk
For any other questions, contact our shareholder services team.
shareview.co.uk
+44 (0)371 384 2464*
*Calls are monitored/recorded to meet regulatory obligations and for training and quality purposes. Call charges will vary.
Lines are open 8.30am to 5.30pm (UK time), Monday to Friday (excluding public holidays in England and Wales). Please use the country code when contacting us from outside the UK.
Equiniti
Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA
Secretary and registered office:
Iain Jones
Aberdeen Group plc
1 George Street
Edinburgh EH2 2LL
Email addresses provided in this Notice of Meeting or any related document – including in the strategic report and financial highlights 2025, annual report and accounts 2025, your voting form and the letter or email from the Chairman about the 2026 AGM – should only be used to communicate with the Company for the purposes expressly stated. We do not recommend putting personal information in an email.
Please remember that the value of shares can go down as well as up and you may not get back the full amount invested or any income from it. All figures and share price information have been calculated as at 27 February 2026 (unless otherwise indicated).
For more information visit aberdeenplc.com
This document has been issued to you by Aberdeen Group plc. Aberdeen Group plc may process the personal data of participants at the AGM. Personal data may include webcasts, photos, recordings and audio and video links, as well as details relating to you as a shareholder, such as your name, address, contact information, shareholding information and voting information. To read the latest version of our Privacy Notice and understand more about how Aberdeen Group plc processes your data, please visit aberdeenplc.com/en-gb/privacy
Aberdeen Group plc is registered in Scotland (SC286832) at 1 George Street, Edinburgh EH2 2LL.
UKNM26 0126 © Aberdeen Group plc 2026, images reproduced under licence. All rights reserved. Published by Mail Metrics Limited.
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