Balanced Commercial Property Trust — Proxy Solicitation & Information Statement 2020

May 13, 2020

All Correspondence to:

Computershare Investor Services (Guernsey) Limited c/o The Pavilions, Bridgwater Road, Bristol, BS99 6ZY

Form of Proxy - Annual General Meeting to be held on 30 June 2020

To be effective, all proxy appointments must be lodged with the Company's Registrars at: c/o The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 26 June 2020 at 2.00 pm.

Explanatory Notes:

• 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 yote on their behalf at the meeting. If you wish to appoint a person other than the Chairman OR the Company Secretary, 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 returned without an indication as to how the proxy shall vote on any particular matter, the proxy will exercise his discretion as to whether, and if so how, he votes (or if this proxy form has been issued in respect of a designated account for a shareholder, the proxy will exercise his discretion as to whether, and if so how, he votes).
• To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 707 4040 or you may photocopy this form. Please indicate $\overline{2}$ . 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 marking 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.
• 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 3. counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
• Pursuant to Article 48 of the Uncertificated Securities (Guernsey) Regulations 2009, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat $\overline{4}$ . 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.
• 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 5. agent (ID number 3RA50) not later than 48 hours (excluding non-working days) 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 34 of the Uncertificated Securities (Guernsey) Regulations 2009.
• The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrars helpline on 0370 707 4040 to request a change of address -6. form or go to www.investorcentre.co.uk/je to use the online Investor Centre service.
• $\overline{7}$ Any alterations made to this form should be initialled.
• The current guidance issued by the Government, restricts social gatherings in view of the COVID-19 pandemic, and if such guidance remains in place on the date of the AGM, shareholders will be prohibited from attending the AGM. Given the current guidance and the general uncertainty on what additional and/or alternative measures may be put in place, it is requested that shareholders do not attend the AGM in person but instead appoint a proxy and provide voting instructions in advance of the AGM, in accordance with the instructions explained above,
• 1. To allow effective continuation of the meeting (or any adjourned meeting), if it is apparent to the Chairman that no Shareholders will be present in person or by proxy, other than by proxy in the Chairman's favour, the Chairman may appoint a substitute to act as proxy in their stead for any Shareholder, provided that such substitute proxy shall vote on the same basis as the Chairman.

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 (Guernsey) Limited accept no liability for any instruction that does not comply with these conditions.

All Named Holders

F

Form of Proxy
Please complete this box only if you wish to appoint a third party proxy other than the Chairman or the Company Secretary. Please leave this box blank if you want to select the Chairman or the Company Secretary. Do not insert your own name(s).

	I/We hereby appoint the Chairman of the Meeting OR the Company Secretary 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 BMO Commercial Property Trust Ltd to be held at Exchange House, Primrose Street, London, EC2A 2NY on 30 June 2020 at 2.00 pm, 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.	Please use a black pen. Mark with an X	$ \mathbf{x} $
	inside the box as shown in this example.	Vote
	Ordinary Resolutions	For	Against Withheld
	1. That the Annual Report and Consolidated Accounts for the year ended 31 December 2019 be received and adopted.
	2. That the Director's Remuneration Policy be approved.
	3. That the Annual Report on Directors' Remuneration for the year ended 31 December 2019 be approved.
	4. That the dividend policy as set out in the Annual Report be approved.
	5. That Mr J Wythe, who retires annually, be re-elected as a Director.
	6. That Mrs T Clark, who retires annually, be re-elected as a Director.
	7. That Mr M R Moore, who retires annually, be re-elected as a Director.
	8. That Mr P Marcuse, who retires annually, be re-elected as a Director.
	9. That Mrs L Wilding, be elected as a Director.
	10. That PricewaterhouseCoopers CI LLP be re-appointed as auditor.
	11. That the Directors be authorised to determine the auditor's remuneration.
	12. That the Directors be authorised to allot shares as per the terms set out in the Notice of Meeting.
	Special Resolutions
	13. That the Directors of the Company be empowered to allot shares, grant rights to subscribe or, to convert securities into ordinary shares for cash as per the terms set out in the Notice of Meeting.
	14. Authority to make market acquisitions as per the terms set out in the Notice of Meeting.

٦

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

EXT0369 17 FCPJ

12NBMA D01