Barr (A.G.) PLC — Proxy Solicitation & Information Statement 2023

Apr 25, 2023

A.G. BARR p.l.c. PROXY FORM 2023 Annual General Meeting

Notification of Availability A.G. Barr p.l.c.

25 April 2023

Dear Shareholder This is a notification to inform you that A.G. Barr's Annual Report 2023 and Notice of Annual General Meeting 2023 are available to view or download on the Company's corporate website at www.agbarr.co.uk.

Attendance Card

2023 Annual General Meeting

The 2023 Annual General Meeting of A.G. BARR p.l.c. (the "Company") will be held at the offices of Ernst and Young LLP, G1 Building, 5 George Square, Glasgow G2 1DY at 12.00 p.m. on Friday 26 May 2023 (the "Annual General Meeting").

If you attend the meeting, please bring the attendance card with you. It will help to ensure that you gain admission as quickly as possible.

Withheld To be valid, your proxy instructions or signed and dated Proxy Form(s) must be received no later than 12.00 p.m. on Wednesday I/we direct my/our proxy to vote on the resolutions set out in the notice convening the Annual General Meeting as follows (see Note 2): as my/our proxy to attend, vote and speak for me/us on my/our behalf at the Annual General Meeting, and at any adjournment thereof. Spencer Road, Lancing BN99 8LU. Please allow one week before the deadline to ensure your form arrives in time. Where multiple I/we the undersigned, being a member/members of the Company, hereby appoint the Chair of the meeting or (see Note 1) You may, if you prefer, return this card in a sealed envelope to FREEPOST RTHJ-CLLL-KBKU, Equiniti Limited, Aspect House, Against Date If you wish, you can submit your proxy form electronically at www.sharevote.co.uk using the numbers above. Please indicate here with an "X" if this Proxy Form is one of multiple instructions being given (see Note 3). For Shareholder Reference Number: To declare a final dividend of 10.60 pence per ordinary share of 4 1/6 pence for the year To authorise the disapplication of pre-emption rights subject to the limits set out in the resolution. To receive and approve the audited accounts of the group and the Company for the year To authorise the directors to allot shares in the Company subject to the restrictions set out committee and the directors' remuneration report for the year ended 29 January 2023. To re-appoint Deloitte LLP as auditor of the Company and to authorise the audit and risk ended 29 January 2023 together with the directors' and auditor's reports thereon. Insert number of shares your proxy may vote if less than total holding (see Notes 3 and 4). To receive and approve the annual statement by the chair of the remuneration PLEASE READ THE NOTES OVERLEAF CAREFULLY BEFORE COMPLETING THIS FORM To re-elect Mr Nicholas Barry Edward Wharton as a director of the Company. To authorise the Company to purchase its own shares up to the specified amount. Proxy Forms are completed, they should be returned together in the same envelope. 24 May 2023 at the offices of the Registrars at the address stated on this card. To re-elect Mr Roger Alexander White as a director of the Company. To re-elect Mr Jonathan David Kemp as a director of the Company. To re-elect Ms Zoe Louise Howorth as a director of the Company. To re-elect Mr David James Ritchie as a director of the Company. To re-elect Ms Susan Verity Barratt as a director of the Company. To re-elect Mr Mark Allen OBE as a director of the Company. To adopt the Company's draft new Long Term Incentive Plan. To re-elect Mr Stuart Lorimer as a director of the Company. To elect Ms Julie Anne Barr as a director of the Company. To approve the directors' remuneration policy. Task ID: committee to fix their remuneration. ended 29 January 2023. in the resolution. See Note 5 Signature Voting ID: Name 10. 12. 16. 18. 13. 14. 15. 11. 17. 6. 8. 2. 3. 4. 5. 9. 1. 7.

AAATDFAADAADAFDDDATTDADTDDFAFADFFADF Equiniti Aspect House Spencer Road	space provided, delete the words "the Chair of the meeting or" and initial the alteration. A proxy need not be a member of the Company but must attend the meeting in person to represent you. If you wish your proxy to speak on your behalf at the meeting, you will need to appoint If you wish to appoint a proxy other than the Chair, please add his or her name in the blank your own choice of proxy (not the Chair) and give your instructions directly to them. Notes 1.
	To direct your proxy how to vote on the resolutions, please mark the appropriate box with an "X". Unless you indicate otherwise, your proxy may vote or abstain from voting as he/she thinks fit. 2.
AAATDFAADAADAFDDDATTDADTDDFAFADFFADF Freepost RTHJ-CLLL-KBKU Equiniti Aspect House Freepost RTHJ-CLLL-KBKU Spencer Road LANCING BN99 8LU	attached to different shares. You may not appoint any more than one proxy to exercise rights Proxy Form. On each Proxy Form, please indicate in the box next to the proxy holder's name the number of shares in relation to which you authorise them to act as your proxy. The total attached to the same share(s). To appoint more than one proxy, you should photocopy the number of shares entered on all the Proxy Forms you submit must not exceed the number of shares you hold in the Company. Please also indicate, by marking the relevant box, if the You may appoint more than one proxy provided each proxy is appointed to exercise rights proxy instruction is one of multiple instructions being given. 3.
	If no number of shares is entered, the proxy will be authorised to act on your behalf in relation to your entire shareholding in the Company. 4.
	The vote 'Withheld' option is provided to enable you to abstain on any particular resolution. calculation of votes 'For' or 'Against' a resolution. If no voting indication is given, your proxy It should be noted that a vote withheld is not a vote in law and will not be counted in the may vote or abstain from voting at his/her discretion. 5.
	A Proxy Form for a body corporate must be either signed by a duly authorised officer or attorney of such body or executed under its common seal. If this Proxy Form is signed under a power of attorney or other authority, that power of attorney or other authority (or a certified copy thereof) must be provided with the signed Proxy Form. 6.
	a vote in person or by proxy, the vote of the person whose name stands first in the register will Only one of the joint holders need sign the Proxy Form. If more than one joint holder tenders be accepted to the exclusion of the votes of the other joint holder(s). 7.
	Completion of this Proxy Form will not preclude you from attending and voting in person at the meeting should you so wish (whereupon your proxy appointment will be automatically terminated). 8.
	www.sharevote.co.uk. To log in, you will need your unique Voting ID, Task ID and Shareholder Reference Number, which are printed on this form. Full instructions on how to complete the voting process are provided on the Shareview website. Electronic proxies must be lodged on Voting Service in accordance with the procedures set out in the CREST Manual and in the Notice of AGM. Shareholders wishing to vote online may do so via the registrar's website, Shares held in uncertified form (i.e. in CREST) may be voted through the CREST Proxy the website no later than 12.00 p.m. on Wednesday 24 May 2023. 9. Cut along dotted line to detach
	Institutional investors may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further appoint a proxy via this process you will need to have agreed to Proxymity's associated terms information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 12.00 p.m. on Wednesday 24 May 2023 in order to be considered valid. Before you can and conditions. 10.

LANCING BN99 8LU