Balfour Beatty PLC — AGM Information 2014

Oct 28, 2014

THE COMPANIES ACT 1929 AND THE COMPANIES ACT 2006

COMPANY LIMITED BY SHARES

ORDINARY RESOLUTION $\sigma$ f Balfour Beatty plc

Passed 28 October 2014

At a GENERAL MEETING of the above-named Company, convened and held on 28 October 2014, the following Resolution was passed as an Ordinary Resolution.

ORDINARY RESOLUTION

THAT the Transaction, on the terms set out in the Transaction Agreements (both terms as defined in the circular to shareholders dated 10 October 2014 (the "Circular")), be and is hereby approved and the Directors (or a committee of the Directors) be and are hereby authorised to waive, amend, vary or extend any of the terms of the Transaction Agreements and to do all things as they may consider at their sole discretion to be necessary or desirable to implement and give effect to, or otherwise in connection with, the Transaction and any matters incidental to the Transaction.

C D VAUGHAN Chief Corporate Officer and Company Secretary