BLOOMSBURY PUBLISHING PLC

Proxy Solicitation & Information Statement • Jun 24, 2013

ATTENDANCE CARD BLOOMSBURY PUBLISHING Plc ("Bloomsbury") ANNUAL GENERAL MEETING 2013

Bloomsbury Publishing Plc 50 Bedford Square London WC1B 3DP

Against Vote Withheld

	Dear Shareholder,
	ATTENDANCE CARD FOR 2013 ANNUAL GENERAL MEETING
	To be held: 12 noon on Tuesday 23 July 2013 at 50 Bedford Square, London WC1B 3DP
If you wish to attend the AGM as a Shareholder then please sign this attendance card and present it on arrival. This will facilitate entry to the meeting.
	You may vote on resolutions without attending the AGM by completing and detaching the Proxy Form below and returning it by post to be received no later than 12 noon on 21 July 2013.
	Barcode: Signature of person attending
		Investor Code:					Please see reverse for further notes
	I/We being a member of the Company hereby appoint the Chairman of the Meeting or Name of Proxy (leave blank to appoint the Chairman) as my/our proxy to vote on my/our behalf at the Annual General Meeting of the Company to be held at 12 noon on Tuesday 23 July 2013 and at any adjournment thereof. I/We wish my/our appointed proxy to vote as shown below in respect of the resolutions set out in the Notice of the Meeting:					Barcode: Number of Shares Investor Code: Event Code:	Please tick here if you are appointing more than one proxy.
	RESOLUTIONS RESOLUTIONS Please mark 'X' to indicate how you wish to vote	For	Against	Withheld Vote		RESOLUTIONS how you wish to vote	Please mark 'X' to indicate	For	Against	Vote
1	To receive the audited accounts for the year ended 28 February 2013, together with the Report of the Directors and the Report of the Auditors				7	ORDINARY RESOLUTION: To authorise the directors to allot shares pursuant to Section 551 of the Companies Act 2006
2	To approve the Directors' Remuneration Report for the year ended			8	SPECIAL RESOLUTION: To disapply statutory pre-emption rights pursuant to Section 570 and Section 571 of the Companies Act 2006
3	28 February 2013 To approve the final dividend				9	directors to buy back Company shares	SPECIAL RESOLUTION: To authorise the
4	To re-elect Wendy Pallet as a director					10 SPECIAL RESOLUTION: To approve general meetings, other than the
5	To re-elect Jeremy Wilson as a director					Annual General Meeting, being called on

Signature Date

6 To reappoint Baker Tilly UK Audit LLP as auditors and to authorise the directors

to fix their remuneration

not less that 14 days notice

In the case of a corporation, this proxy must be given under its common seal or signed on its behalf by an officer duly authorised, stating their capacity (e.g. Director, Company Secretary).

Notes

1. If you prefer, you may return the proxy form to the Registrar in an envelope addressed to FREEPOST RSBH-UXKS-LRBC, PXS, Capita Registrars, 34 Beckenham Road, Beckenham, BR3 4TU.

2. 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as his/her proxy to exercise all or any of his/her rights, to attend, speak and vote on his/her behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided on the Proxy Form. If the proxy is being appointed in relation to less than your full voting entitlement, please enter next to the proxy holder's name the number of shares in relation to which they are authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this proxy form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
3. 1. 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 agent (ID number RA10) not later than 48 hours 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 35(5)(a) of the Uncertificated Securities Regulations 2001.
4. 1. To appoint more than one proxy please sign and date the Proxy Form and attach a schedule listing the names and addresses (in block letters) of all your proxies, the number of shares in respect of which each proxy is appointed (which, in aggregate, should not exceed the number of shares held by you) and indicate how you wish each proxy to vote or abstain from voting.
5. 1. 'Vote Withheld' enables 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 counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
6. 1. Entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at 6pm on the 21 July 2013 or two days before the adjourned 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.
7. 1. The completion and return of this form will not preclude a member from attending the meeting and voting in person. If you attend the meeting in person, you may terminate your proxy appointment.
8. 1. To be effective, the Proxy Form must arrive during usual business hours not less than 48 hours before the time of the meeting at: Capita Registrars, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU.
9. 1. The Proxy Form shows how your address appears on the Register of Members. If not correct please ring the Registrar's helpline on 0871 664 0300 (calls cost 10p per minute plus network extras, lines are open 8.30am – 5.30pm Mon–Fri) to request a change of address form.
10. 1. The right to appoint a proxy does not apply to persons whose shares are held on their behalf by another person and who have been nominated to receive communication from the Company in accordance with section 146 of the Companies Act 2006 ("nominated persons"). Nominated persons may have a right under an agreement with the registered shareholder who holds shares on their behalf to be appointed (or to have someone else appointed) as a proxy. Alternatively, if nominated persons do not have such a right, or do not wish to exercise it, they may have a right under such an agreement to give instructions to the person holding the shares as to the exercise of voting rights.
11. 1. In the case of an individual, this form of proxy must be signed by the appointor or his attorney. A shareholder which is a corporation must execute this form of proxy either under seal or under the hand of an attorney or duly authorised officer.
12. 1. A shareholder which is a corporation and which wishes to be represented at the Annual General Meeting by a person with authority to speak and vote (a corporate representative) must appoint such a person by resolution of its directors. A corporate representative has the same powers on behalf of the corporation as he/ she represents as that corporation could exercise if it were an individual member of the Company. Corporate representatives must make themselves known to the Company Secretary or Chairman prior to the start of the meeting.
13. 1. If you submit more than one valid proxy appointment, the appointment received last before the latest time for receipt of proxies will take precedence. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only 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 in respect of the joint holding (the first named being the most senior).

BUSINESS REPLY SERVICE Licence No. RSBH-UXKS-LRBC

PXS Capita Registrars 34 Beckenham Road Kent BR3 4TU