Britvic PLC — AGM Information 2023

Dec 5, 2023

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

If you are in any doubt as to any aspect of the proposals referred to in this document or as to any action you should take, you should immediately consult your stockbroker, bank manager, solicitor, accountant or other independent financial advisor who, if you are taking advice in the United Kingdom, is duly authorised under the Financial Services and Markets Act 2000, or an appropriately authorised independent financial advisor if you are in a territory outside the United Kingdom.

If you have sold or otherwise transferred all your shares in Britvic plc, please send this document to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

NOTICE OF ANNUAL GENERAL MEETING OF BRITVIC PLC To be held on Thursday 25 January 2024 at 11.00am at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ.

Contents

Letter from the Chair	02
Notice of resolutions	03
Explanatory notes to the resolutions	05
Biographies of Directors standing for election and re-election	07
Appendix – Explanatory notes on proposed amendments to the articles of association	09
Additional notes on voting	10
Useful information	11
Notes for shareholders attending the meeting	12

You can download a copy of this Notice of Meeting at www.britvic.com/agm.

You can download a copy of the 2023 Annual Report and Accounts at www.britvic.com/annualreport.

Ordinary shareholders can submit voting instructions at www.sharevote.co.uk.

To be valid, your proxy voting instructions must be received by the Company's Registrar, Equiniti, no later than 11.00am on Tuesday 23 January 2024.

A letter from the Chair

Dear Shareholder

The 2024 Annual General Meeting (AGM or the Meeting) of Britvic plc (the Company) is to be held on Thursday 25 January 2024 at 11.00am at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ. The AGM is an opportunity for shareholders to express their views directly to the Board and I hope you will take the opportunity to do so.

The Notice convening the Meeting is set out on pages 3 and 4. An explanation of the business to be considered at the Meeting is set out on pages 5 and 6 and information on the Directors standing for election and re-election is on pages 7 and 8.

The Directors believe that, in the interest of shareholder democracy, it is important that the voting intentions of all members are taken into account, not just those who are able to attend the AGM. All resolutions will therefore be put to shareholders by way of poll rather than a show of hands. Shareholders attending the AGM will have the opportunity to ask questions and vote on each resolution by means of poll cards.

Action required

Whether or not you intend to be present at the AGM, you are strongly urged to appoint a proxy to cast your votes as soon as possible. All shareholders are sent either a Proxy Voting Form or an email containing their Voting ID, Task ID and Shareholder Reference Number. You can either complete, sign and return the Proxy Voting Form, or submit an electronic proxy appointment instruction at www.sharevote.co.uk.

In order to be counted, your voting instructions must be received by the Company's Registrar at the relevant address set out in the additional notes to the Notice of Meeting, by no later than 11.00am on Tuesday 23 January 2024. Completion and return of the Proxy Voting Form or submission of an electronic instruction will not preclude you from attending and voting in person at the AGM should you subsequently decide to do so.

Questions

If you have any questions about the AGM or your shareholding, please contact our Registrar, Equiniti, by post at Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, by telephone on +44 (0) 371 384 2550 or, for shareholders who have registered with Equiniti's online portfolio service, Shareview, at www.shareview.co.uk. Phone lines are open from 8.30am to 5.30pm Monday to Friday, excluding public holidays in England and Wales.

Further shareholder information can be found on the Company's website at www.britvic.com/investors.

Recommendation

The Board considers that all the proposed resolutions are in the best interests of the Company and its shareholders as a whole. The Directors unanimously recommend that you vote For the resolutions to be proposed at the AGM, as the Directors intend to do so in respect of their own beneficial holdings (other than in respect of those resolutions in which they are interested).

The results of the voting will be posted on the Company's website after the Meeting and notified to the London Stock Exchange.

I look forward to seeing you at the AGM.

Yours faithfully

Ian Durant Chair 5 December 2023

Notice of resolutions

NOTICE IS HEREBY GIVEN that the 2024 AGM of the Company will be held at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ on Thursday, 25 January 2024 at 11.00am to transact the business set out below.

Resolutions 1 to 15 will be proposed as ordinary resolutions and Resolutions 16 to 20 will be proposed as special resolutions.

2023 Annual Report and Accounts

1. To receive the Company's accounts and the reports of the Directors and auditor for the year ended 30 September 2023 (the 2023 Annual Report).

Final dividend

1. To declare a final dividend of 22.6p per share for the year ended 30 September 2023.

Directors' Remuneration Report

1. To approve the Directors' Remuneration Report (set out on pages 106–109 of the 2023 Annual Report) for the year ended 30 September 2023.

Election and re-election of Directors

• 1. To elect Ian Durant as a Director.
• 1. To elect Rebecca Napier as a Director.
• 1. To re-elect Sue Clark as a Director.
• 1. To re-elect William Eccleshare as a Director.
• 1. To re-elect Emer Finnan as a Director.
• 1. To re-elect Hounaïda Lasry as a Director.
• 1. To re-elect Simon Litherland as a Director.
• 1. To re-elect Euan Sutherland as a Director.

Appointment of auditor

1. To re-appoint Deloitte LLP as auditor of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.

Auditor remuneration

1. To authorise the Audit Committee to determine the remuneration of the Company's auditor.

Political donations and expenditure

• 1. To authorise, for the purposes of Part 14 of the Companies Act 2006 (the Act), the Company, and all companies which are subsidiaries of the Company at any time during the period for which this resolution has effect, during the period from the date of the passing of this resolution and expiring at the conclusion of the Company's next annual general meeting or at the close of business on 31 March 2025, whichever is earlier:
• (a) to make political donations to political parties, and/or independent election candidates;
• (b) to make political donations to political organisations other than political parties; and
• (c) to incur political expenditure,

up to an aggregate total amount of £50,000, and the amount authorised under each of paragraphs (a) to (c) shall be limited to £25,000. Any such amounts may comprise sums paid or incurred in one or more currencies. Any sum paid or incurred in a currency other than sterling shall be converted into sterling at such rate as the Board may decide is appropriate. All existing authorisations and approvals relating to political donations or expenditure under Part 14 are hereby revoked without prejudice to any donation made or expenditure incurred prior to the date hereof pursuant to such authorisation or approval.

Words and expressions defined for the purposes of Part 14 of the Act shall have the same meaning in this resolution.

General authority to allot shares

• 1. To authorise the Directors generally and unconditionally pursuant to and in accordance with Section 551 of the Act to exercise all the powers of the Company to allot shares in the Company or grant rights to subscribe for, or to convert any security into, shares in the Company:
• (a) up to an aggregate nominal amount of £16,470,210; and
• (b) comprising equity securities (as defined in Section 560(1) of the Act) up to a further nominal amount of £16,470,210 in connection with a pre-emptive offer.

This authority shall apply in substitution for all previous authorities pursuant to Section 551 of the Act and shall expire at the end of the next annual general meeting or at the close of business on 31 March 2025, whichever is earlier, but, in each case, so that the Company may, before such expiry, make offers and enter into agreements which would, or might, require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after the authority given by this resolution has expired.

For the purposes of this resolution:

• (i) 'pre-emptive offer' means an offer of equity securities open for acceptance for a period fixed by the Directors to (a) holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings and (b) other persons so entitled by virtue of the rights attaching to any other securities held by them, but subject in both cases to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory; and
• (ii) the nominal amount of any securities shall be taken to be, in the case of rights to subscribe for or convert any securities into shares of the Company, the nominal amount of such shares which may be allotted pursuant to such rights.

Special resolutions: Disapplication of preemption rights

• 1. Subject to the passing of Resolution 15 above, to authorise the Directors to allot equity securities (as defined in Section 560(1) of the Act) wholly for cash, as if Section 561(1) of the Act did not apply to any such allotment, pursuant to the authority given by Resolution 15 above and/or where the allotment constitutes an allotment of equity securities by virtue of Section 560(3) of the Act, such authority to be limited to:
• (a) allotments in connection with a pre-emptive offer; and
• (b) otherwise than in connection with a pre-emptive offer, allotments up to an aggregate nominal amount of £4,990,973.

This authority shall expire at the end of the next annual general meeting of the Company or at the close of business on 31 March 2025, whichever is earlier but in each case so that the Company may, before such expiry, make offers and enter into agreements which would, or might, require equity securities to be allotted and treasury shares to be sold after the authority given by this resolution has expired and the Directors may allot equity securities and sell treasury shares under any such offer or agreement as if the authority had not expired.

For the purposes of this resolution:

• (i) 'pre-emptive offer' has the same meaning as in Resolution 15 above;
• (ii) references to an allotment of equity securities shall include a sale of treasury shares; and

Notice of resolutions continued

• (iii) the nominal amount of any securities shall be taken to be, in the case of rights to subscribe for or convert any securities into shares of the Company, the nominal amount of such shares which may be allotted pursuant to such rights.
• 1. Subject to the passing of Resolution 15 above, and in addition to any authority granted under Resolution 16 above, to authorise the Directors to allot equity securities (as defined in Section 560(1) of the Act) wholly for cash pursuant to the authority given by Resolution 15 above and/or where the allotment constitutes an allotment of equity securities by virtue of Section 560(3) of the Act, as if Section 561(1) of the Act did not apply to any such allotment, such authority to be limited to:
• (a) allotments up to an aggregate nominal amount of £4,990,973, such authority to be used only for the purposes of financing (or refinancing, if the authority is to be used within twelve months after the original transaction) a transaction which the Directors determine to be either an acquisition or a specified capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice.

This authority shall expire at the end of the next annual general meeting of the Company or at the close of business on 31 March 2025, whichever is earlier, but in each case so that the Company may, before such expiry, make offers and enter into agreements which would, or might, require equity securities to be allotted and treasury shares to be sold after the authority given by this resolution has expired and the Directors may allot equity securities and sell treasury shares under any such offer or agreement as if the authority had not expired.

For the purposes of this resolution, references to an allotment of equity securities shall include a sale of treasury shares.

Special resolution: Company's authority to purchase its own shares

• 1. To authorise the Company generally and unconditionally to make market purchases (within the meaning of Section 693(4) of the Act) of ordinary shares with a nominal value of £0.20 each in the Company on such terms and in such manner as the Directors may from time to time determine, provided that:
• (a) the maximum aggregate number of ordinary shares hereby authorised to be purchased is 24,954,864;
• (b) the minimum price (exclusive of expenses) which may be paid for any such share is its nominal value; and
• (c) the maximum price (exclusive of expenses) which may be paid for each ordinary share is the higher of:
  • (i) an amount equal to 5% above the average closing price of such ordinary shares on the London Stock Exchange for the five business days prior to the date on which the Company agrees to buy the shares concerned; and
  • (ii) an amount equal to the higher of the price of the last independent trade of any ordinary share and the highest current independent bid for an ordinary share as derived from the London Stock Exchange Electronic Trading Service.

This authority shall take effect on the date of the passing of this resolution and shall expire at the end of the Company's next annual general meeting or, if earlier, at the close of business on 31 March 2025 unless previously renewed, varied or revoked by the Company at a general meeting provided that if the Company has agreed before this date to purchase its ordinary shares under the authority hereby conferred prior to the expiry of such authority, where these purchases will or may be executed wholly or partly after the expiry of such authority, the Company may complete such purchases.

Special resolution: Articles of association

1. That with effect from the conclusion of the AGM, the articles of association of the Company, produced to the meeting and signed by the Chair for the purposes of identification, be adopted as the articles of association of the Company in substitution for, and to the exclusion of, the existing articles of association of the Company.

Special resolution: Notice of general meetings

1. To authorise the calling of general meetings of the Company, other than annual general meetings, by notice of at least 14 clear days, provided that this authority shall expire at the conclusion of the Company's next annual general meeting or at the close of business on 31 March 2025, whichever is earlier.

By order of the Board

Mollie Stoker Company Secretary Britvic plc 5 December 2023

Explanatory notes to the resolutions

The following pages give an explanation of the proposed resolutions.

Resolutions 1 to 15 will be proposed as ordinary resolutions. This means that for each of those resolutions to be passed, more than half of the votes cast must be in favour of the resolution.

Resolutions 16 to 20 will be proposed as special resolutions. This means that for each of those resolutions to be passed, at least three quarters of the votes cast must be in favour of the resolution.

Resolution 1 – Annual Report and Accounts

The Companies Act 2006 (the Act) requires the directors of a public company to lay before the company at a general meeting copies of the Annual Report and Accounts in respect of each financial year. The Strategic Report, Corporate Governance Statement, Directors' Remuneration Report, Directors' Report, Auditor's Report and financial statements are contained within the 2023 Annual Report and Accounts (the 2023 Annual Report). Shareholders will have the opportunity to put any questions to the Directors before the resolution is proposed to the Meeting.

The 2023 Annual Report is available to download at www.britvic.com/annualreport.

Resolution 2 – Final dividend

The Directors are recommending a final dividend for the year ended 30 September 2023 of 22.6p per ordinary share. Subject to shareholder approval, the dividend will be paid on 7 February 2024 to the holders of ordinary shares on the Register of Members of the Company at the close of business on 22 December 2023.

Resolution 3 – Directors' Remuneration Report

In accordance with the Act, Resolution 3 proposes an ordinary resolution to approve the Directors' Remuneration Report for the year ended 30 September 2023. The Directors' Remuneration Report can be found on pages 106–119 of the 2023 Annual Report.

Resolutions 4 to 11 – Election and re-election of Directors

The Company's articles require that each Director retires at the end of each annual general meeting of the Company unless elected or re-elected at the Meeting. Ian Durant was appointed as a Director of the Company on 1 February 2023 and Rebecca Napier was appointed as a Director of the Company on 4 September 2023. Consequently, both Ian Durant and Rebecca Napier will retire from office at the AGM and stand for election by the shareholders for the first time. Each of the other Directors of the Company will retire from office and stand for re-election by the shareholders at the AGM.

In proposing the re-election or election of the Directors, the Chair has confirmed that, following a formal performance evaluation, each individual continues to make an effective and valuable contribution to the Board and demonstrates commitment to the role. Details of the Board evaluation process in relation to the Directors can be found on page 93 of the 2023 Annual Report. Biographical details of each of the Directors standing for election and re-election are set out on pages 6 – 7 of this Notice.

Resolutions 12 and 13 – Reappointment of auditor and auditor remuneration

Resolution 12 seeks approval for the reappointment of Deloitte LLP as the Company's auditor until the Company's next annual general meeting. This resolution is recommended by the Audit Committee and is endorsed by the Board. The rationale for this recommendation can be found on page 104 of the 2023 Annual Report.

The Directors have delegated the responsibility for setting the auditor remuneration to the Audit Committee. Resolution 13 authorises the Audit Committee to fix the auditor remuneration.

The Board considers that the level of consultancy related non-audit fees to audit fees undertaken by Deloitte LLP is appropriate for the advisory work required to be undertaken for the year ended 30 September 2023 and that these do not create a conflict of interest on the part of the independent auditor.

Resolution 14 – Political donations

Part 14 of the Act contains restrictions on companies making political donations or incurring political expenditure and defines those terms in a way that is capable of a very wide interpretation. It remains the policy of the Company not to make political donations or to incur political expenditure as those expressions are normally understood. However, the Directors consider that it is in the best interests of shareholders for the Company to participate in public debate and opinion forming on matters which affect its business. To avoid inadvertent infringement of the Act, the Directors are seeking shareholders' authority for the Company and its subsidiaries to make political donations and to incur political expenditure during the period from the date of the AGM to the conclusion of next year's AGM or 31 March 2025, whichever is earlier, up to a maximum aggregate amount of £50,000.

Resolution 15 – Allotment of share capital

At the Company's last annual general meeting held on 26 January 2023, the Directors were given authority to allot ordinary shares in the capital of the Company up to a maximum nominal amount of £34,428,052 (representing approximately 66% of the Company's then issued ordinary share capital). This authority is due to expire on the date of the AGM and the Directors would like to renew it.

Share capital management guidelines published by the Investment Association confirm that the Association's members will regard as routine an authority to allot up to two thirds of a Company's existing issued share capital, provided that any amount in excess of one third of the existing issued shares should be applied to pre-emptive offers only.

In light of these guidelines, the Board considers it appropriate that Directors be granted authority to allot shares in the capital of the Company up to a maximum nominal amount of £32,940,420 (representing approximately 66% of the Company's issued ordinary share capital as at 29 November 2023*). Of this amount, £16,470,210 (representing approximately 33% of the Company's issued ordinary share capital as at 29 November 2023*) can only be allotted pursuant to a pre-emptive offer. The authority will last until the conclusion of the Company's next annual general meeting or, if earlier, until the close of business on 31 March 2025.

The Directors have no present intention of undertaking a preemptive offer or allotting new shares other than in connection with executive or employee share schemes. However, the Directors consider it appropriate to maintain the flexibility that this authority provides to be in a position to respond to market developments and to enable allotments to take place to finance business opportunities should they arise.

As at the date of this document, the Company does not hold any ordinary shares in the capital of the Company in treasury.

Resolutions 16 and 17 – Disapplication of statutory pre-emption rights

Resolutions 16 and 17 are special resolutions which, if passed by shareholders, will enable the Board to allot ordinary shares, or to sell any shares out of treasury, for cash, without first offering those shares to existing shareholders in proportion to their existing holdings.

At the Company's last annual general meeting held on 26 January 2023, the Company was granted the authority to issue on a nonpre-emptive basis for cash shares in any one year representing: (i) no more than 5% of the Company's issued ordinary share capital; and (ii) no more than an additional 5% of the Company's issued ordinary share capital, provided that such additional authority is only used in connection with an acquisition or specified capital investment. This authority reflected the Statement of Principles on Disapplying Pre-Emption Rights published by the Pre-Emption Group in March 2015.

The Pre-Emption Group's Statement of Principles were last updated in November 2022 and now provide that a company may seek authority to issue on a non-pre-emptive basis for cash shares in any one year representing: (i) no more than 10% of the Company's issued ordinary share capital; and (ii) no more than an

Explanatory notes to the resolutions continued

additional 10% of the Company's issued ordinary share capital, provided that such additional authority is only used in connection with an acquisition or specified capital investment. Accordingly, the purpose of Resolutions 16 and 17 is to grant the Company the authority to issue shares on a non-pre-emptive basis for cash according to the updated Statement of Principles and in line with current market practice.

The 2022 Statement of Principles defines a 'specified capital investment' as 'one or more specific capital investment related uses for the proceeds of an issuance of equity securities, in respect of which sufficient information regarding the effect of the transaction on the listed Company, the assets the subject of the transaction and (where appropriate) the profits attributable to them is made available to shareholders to enable them to reach an assessment of the potential return'. Items that are regarded as operating expenditure rather than capital expenditure will not typically be regarded as falling within the term 'specified capital investment'.

Resolution 16 is to be proposed as a special resolution. If this resolution is passed by shareholders, it will permit the Board to allot ordinary shares for cash on a non-pre-emptive basis both in connection with a rights issue or similar pre-emptive issue and, otherwise than in connection with any such issue, up to a maximum nominal amount of £4,990,973. Resolution 16 has been drafted in line with the template resolutions published by the Pre-Emption Group in November 2022.

This amount represents approximately 10% of the Company's issued ordinary share capital as at 29 November 2023*. This resolution will permit the Board to allot ordinary shares for cash, up to the specified level, in any circumstances (whether or not in connection with an acquisition or specified capital investment).

Resolution 17 is to be proposed as a separate special resolution. If this resolution is passed by shareholders, it will afford the Board an additional authority to allot ordinary shares for cash on a nonpre-emptive basis up to a further maximum nominal amount of £4,990,973. This amount again represents approximately 10% of the Company's issued ordinary share capital as at 29 November*. The Board will use the authority conferred by Resolution 17 only in connection with an acquisition or a specified capital investment which is announced contemporaneously with the issue, or which has taken place in the preceding twelve-month period and is disclosed in the announcement of the issue. Resolution 17 has been drafted in line with the template resolutions published by the Pre-Emption Group in November 2022.

This authority will expire at the conclusion of the Company's next annual general meeting or at the close of business on 31 March 2025, whichever is earlier.

The Directors have not changed the Company's strategy with respect to acquisitions and share buybacks and have no current intention of exercising the authorities in Resolutions 16 and 17 to make non-pre-emptive offers, but the Directors consider them to be appropriate in order to allow the Company the maximum flexibility to respond to market developments and to finance business opportunities should they arise. The Directors confirm that should they utilise the authorities in Resolutions 16 and 17, they intend to follow the shareholder protections set out in Section 2B of the Pre-Emption Group's Statement of Principles.

Resolution 18 – Authority to purchase own shares

Resolution 18 renews the Company's authority to buy back its own ordinary shares in the market as permitted by the Act. In accordance with investor guidelines, the authority limits the number of shares that could be purchased to a maximum of 24,954,864 (representing approximately 10% of the Company's issued ordinary share capital as at 29 November 2023*) and sets minimum and maximum prices.

The Company completed a buyback programme in February 2023 with an aggregate market value equivalent to £75m. A further buyback programme was commenced in May 2023 also for a maximum aggregate market value equivalent to £75m, pursuant to the authority given by shareholders at the 2023 AGM. The programme is scheduled to end before the end of 2023.

Following the completion of the share buyback programme, the Directors will keep the matter under review, taking into account the financial resources of the Company, the Company's share price and future funding opportunities. The authority will be exercised only if the Directors believe that to do so would result in an increase in earnings per share and would be in the interests of shareholders generally.

Listed companies purchasing their own shares are allowed to hold them in treasury as an alternative to cancelling them. No dividends are paid on shares whilst held in treasury and no voting rights attach to treasury shares. If Resolution 18 is passed at the AGM, it is the Company's current intention to cancel all of the shares it may purchase pursuant to the authority granted to it. However, in order to respond properly to the Company's capital requirements and prevailing market conditions, the Directors will need to reassess at the time of any and each actual purchase whether to hold the shares in treasury or cancel them, provided it is permitted to do so.

As at 29 November 2023* there were no warrants or options to subscribe for equity shares outstanding.

Resolution 19 – Articles of association

The Company proposes to adopt new articles of association (the New Articles) to update the current articles of association (the Current Articles) of the Company which were adopted in January 2019. These amendments reflect, among other matters, developments in law and market practice and are intended to modernise and clarify certain provisions of the Current Articles, as well as providing additional flexibility where this is considered appropriate. The New Articles will come into effect from the conclusion of the AGM.

Due to the extent of the changes, the Company is proposing to adopt the New Articles rather than to amend the Current Articles. The principal changes that are proposed in the New Articles are summarised in the Appendix on page 9. Changes that are only minor, technical or clarificatory in nature are not noted separately.

A clean copy of the New Articles and a copy marked up to show changes to the Current Articles are available to view on: (i) the National Storage Mechanism from the date of this notice; (ii) at the registered office of the Company, Breakspear Park, Breakspear Way, Hemel Hempstead, Hertfordshire HP2 4TZ, during usual business hours (Saturdays, Sundays and public holidays excepted) from the date of this Notice up to and including the date of the AGM; (iii) at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ from 15 minutes before the Meeting until it ends; and (iv) on the Company's website at www.britvic.com/agm.

Resolution 20– Notice period for general meetings

Resolution 20 is to be proposed as a special resolution to allow the Company to hold general meetings (other than annual general meetings) on at least 14 days' notice.

The Act requires listed companies to call general meetings on at least 21 clear days' notice unless shareholders approve a shorter notice period, which cannot be less than 14 clear days. Annual general meetings must always be held on at least 21 clear days' notice.

The Company has the authority, given at the annual general meeting held in 2023, to call a general meeting (other than an annual general meeting) on at least 14 days' notice and would like to preserve this ability. In order to do this, shareholders must first approve the calling of meetings on at least 14 days' notice. This resolution seeks such approval. The approval will be effective until the end of the Company's next annual general meeting or until the close of business on 31 March 2025, whichever is earlier. The Board will consider on a case-by-case basis whether the use of the flexibility offered by the shorter notice period is merited, taking into account the circumstances, including whether the business of the meeting is time sensitive.

* 29 November 2023 being the latest practicable date prior to the publication of this Notice of Meeting.

Biographies of directors standing for election and re-election

Ian Durant

Non-Executive Chair

Ian was appointed as a Non-Executive Director on 1 February 2023 and since June 2023 has been Non-Executive Chair and Chair of the Nomination Committee.

Skills, competence and experience

Ian has a background in international finance and commercial management, with experience in the retail, property, hotels and transport sectors. His executive career included leadership roles with the retail division of Hanson and Jardine Matheson, Hongkong Land, Dairy Farm International, Thistle Hotels and SeaContainers, and being Finance Director of Liberty International.

Ian is an experienced non-executive director of UK-listed companies, having previously served on the boards of Westbury, Home Retail Group and Greene King. He was Chair of Capital and Counties Properties plc between 2010 and 2018, and served as Chair of Greggs plc and DFS plc. Ian is Non-Executive Chair of Warren Partners Ltd, an employee-owned recruitment firm.

Contribution and key strengths

Highly experienced proven plc chair and non-executive director across multiple sectors including retail and hospitality. Extensive background in customer-focused and consumer-driven businesses, including governance, finance and transformation in medium and large size listed companies.

Committee membership

Chair of the Nomination Committee.

External public directorships None.

Rebecca Napier Chief Financial Officer

Rebecca has served as Chief Financial Officer (CFO) since September 2023, and also chairs Britvic's ESG Committee. She is responsible for the finance, strategy, risk and internal audit, procurement and corporate affairs teams. She has primary responsibility for all financial related activities including the development of financial and operational strategies, strategic planning, deal analysis and negotiations, and investor relations.

Skills, competence and experience

Rebecca is an experienced finance leader, having joined Britvic from British Airways where she was CFO and an Executive Director from 2019. In addition to her financial acumen, Rebecca has a wealth of commercial, regulatory and international experience. She has driven successful business transformation programmes and was instrumental in leading British Airways through the global pandemic. During Rebecca's 17-year career at British Airways she held a variety of finance roles, as well as serving on the boards of the IAG Cargo and IAG Loyalty businesses.

Rebecca is a Chartered Accountant, having started her career with Deloitte. She has a first-class honours degree in Management Studies from the University of Leeds.

Contribution and key strengths

Highly commercial CFO with resilience and intellectual rigour. Proven leadership skills across an international business with extensive experience in group reporting, statutory accounting and control, tax and treasury, pensions, finance transformation and finance business partnering.

Committee membership None.

External public directorships None.

Sue Clark

Independent Non-Executive Director

Sue was appointed as a Non-Executive Director in February 2016 and since September 2017 has been Chair of the Remuneration Committee.

Skills, competence and experience

Sue has strong international credentials and has worked in the global FMCG sector for the last 16 years. In her executive career, Sue held the role of Managing Director of SABMiller Europe and was an Executive Committee member of SABMiller plc. She joined SABMiller in 2003 as Corporate Affairs Director and was part of the executive team that built the business into a top FTSE company.

Previously, Sue held a number of senior roles in UK companies, including that of Director of Corporate Affairs for Railtrack Group and Scottish Power plc.

Sue has an MBA from Heriot-Watt University and was a Director on the board of the Edinburgh Business School from 2017 to 2019. She is also a Non-Executive Director of Tulchan Communications Group Ltd, a leading advisory firm.

Contribution and key strengths

Strong international business credentials in the FMCG sector including manufacturing and supply chain/logistics, proven experience in major corporate transactions and business transformations, strategic planning, investor relations and ESG.

Committee membership

Chair of the Remuneration Committee and a member of the Nomination Committee.

External public directorships

Non-Executive Director of Mondi plc and a member of the Audit, Nomination and Remuneration Committees.

Non-Executive Director and Senior Independent Director of Imperial Brands PLC, Chair of the Remuneration Committee and a member of the Audit and Succession & Nominations Committees.

Non-Executive Director and Senior Independent Director of easyJet plc, and a member of the Audit, Nominations and Safety Committees.

William Eccleshare

Senior Independent Director

William was appointed as a Non-Executive Director in November 2017 and since April 2022 has been the Senior Independent Director.

Skills, competence and experience

William has strong international experience in business transformation, expansion, marketing, branding, restructuring and digital innovation.

He has run the European divisions of major advertising agencies WPP and Omnicom and is a former partner of McKinsey & Co where he led the firm's European marketing practice. William also served as a Non-Executive Director of Hays plc from 2004 to 2014.

William was Chief Executive Officer of Clear Channel Outdoor Holdings, Inc. from 2009. He retired in 2022 having led the global out-of-home advertising business through a major digital transformation.

William is the Chair of the Design Council and the Chair of TeamITG.

Contribution and key strengths

Proven leadership skills and strong international experience in customer-focused transformation strategy, digital technologies and growth, expansion, marketing and branding, and restructuring.

Committee membership

Member of the Audit, Nomination and Remuneration Committees.

External public directorships

Non-Executive Director and Senior Independent Director of Centaur Media plc and a member of the Remuneration, Audit and Nomination Committees.

Biographies of directors standing for election and re-election continued

Emer Finnan

Independent Non-Executive Director

Emer was appointed as Non-Executive Director in January 2022 and since May 2022 has been Chair of the Audit Committee.

Skills, competence and experience

Emer is a qualified accountant who has worked both as an investment banker and as a group CFO. She is currently President, Europe of Kildare Partners, a private equity firm based in London and Dublin, where she is responsible for investment origination in Europe. After qualifying as a Chartered Accountant with KPMG, she worked in investment banking at Citibank and ABN AMRO in London, and then NCB Stockbrokers in Dublin. In 2005 she joined EBS Building Society in Ireland, becoming its Finance Director in early 2010. In 2012, Emer rejoined NCB Stockbrokers to lead a financial services team in Ireland. She joined Kildare Partners in 2013.

Emer was a Non-Executive Director and Chair of the Audit Committee at C&C Group plc from 2014 to 2023.

Emer holds a Bachelor of Commerce degree from University College Dublin and is a Fellow of the Institute of Chartered Accountants in Ireland.

Contribution and key strengths

Extensive experience in accounting and finance, strategy including M&A, legal and regulatory, stakeholder management and leadership with a proven knowledge of the beverages industry and consumer sector.

Committee membership

Chair of the Audit Committee and a member of the Nomination Committee.

External public directorships

Non-Executive Director of Glenveagh Properties plc and a member of the Audit and Risk Committee.

Hounaïda Lasry

Independent Non-Executive Director

Hounaïda was appointed as Non-Executive Director in September 2022.

Skills, competence and experience

Hounaïda's executive career was at Procter and Gamble, where she has held a series of local, regional and global roles over a significant tenure. She worked across several geographies and consumer sectors, gaining multi-faceted experience in marketing, operational and corporate roles. Most recently she was Senior Vice President, Skin & Personal Care, Europe, India, Middle East and Africa. She also served for five years on the non-profit advisory board of the Geneva School of Economics and Management at the University of Geneva.

In 2017 Hounaïda attended the Business and Sustainability Executive Programme at the University of Cambridge and was subsequently tasked with driving ESG integration into plans across the business.

Hounaïda, who was born in Morocco, has a degree in Marketing and International Trade from the École Supérieure de Commerce de Chambéry and an MBA from Université Pierre Mendès-France.

Contribution and key strengths

Strong international experience in fast-moving consumer goods, including organisational transformation in terms of diversity, leadership development, culture and sustainability, with a background in brand and marketing.

Committee membership

Member of the Remuneration and Nomination Committees.

External public directorships

Non-Executive Director of B&M European Value Retail S.A. and a member of the Nomination and Remuneration Committees.

Simon Litherland Chief Executive Officer

Simon has been Chief Executive Officer since February 2013, having joined Britvic in September 2011 as Managing Director, Great Britain.

Skills, competence and experience

Simon's earlier career was with Diageo, a global leader in alcoholic beverages. His last role was Managing Director of Diageo Great Britain, having previously run Diageo's businesses in South Africa, Ireland and Central and Eastern Europe. Prior to this he led various functions and held a variety of international finance director roles in Diageo, IDV and Grand Metropolitan.

Simon was the President of the Incorporated Society of British Advertising from 2015 to 2017.

Simon was a Non-Executive Director at Persimmon plc from 2017 to 2023.

Simon was born in Zimbabwe and qualified as a Chartered Accountant with Deloitte in South Africa, having gained a business degree at the University of Cape Town.

Contribution and key strengths

Seasoned and well-respected Chief Executive with an excellent commercial, financial and operating track record across multiple international consumer facing businesses. He has proven experience in creating strong organisational purpose, culture and employee engagement. He is customer focused with experience in strategy, finance and marketing and is well versed in building solid ESG credentials and investor and stakeholder relations.

External public directorships

None.

Euan Sutherland

Independent Non-Executive Director

Euan was appointed as Non-Executive Director in February 2016.

Skills, competence and experience

Euan currently serves as Group Chief Executive Officer of Saga plc. Prior to this, he served as Group Chief Executive Officer of SuperGroup Plc for five years and as Group Chief Executive Officer for the Co-op group of companies. Earlier in his career he was Group Chief Operating Officer at Kingfisher Plc, Chief Executive Officer of B&Q and Chief Executive of AS Watson UK, owner of Superdrug. Euan has over 22 years' experience within the retail and FMCG sectors, having held roles with Boots, Dixons, Coca-Cola and Mars.

Euan has a first-class honours degree in Managerial and Administrative Studies from Aston University.

Contribution and key strengths

Substantial experience in the retail and FMCG sectors, with proven skills in strategy, digital innovation and wholesale expansion.

Committee membership

Member of the Audit and Nomination Committees.

External public directorships

Executive Director of Saga plc.

Appendix – Explanatory notes on proposed amendments to the articles of association

The Company proposes to adopt the New Articles in order to update the Current Articles, which were adopted in January 2019. These amendments reflect, among other matters, developments in law and market practice and are intended to modernise and clarify certain provisions of the Current Articles, as well as providing additional flexibility where this is considered appropriate. The New Articles will come into effect from the conclusion of the AGM.

A clean copy of the New Articles and a copy marked up to show changes to the Current Articles are available to view on: (i) the National Storage Mechanism from the date of this Notice; (ii) at the registered office of the Company, Breakspear Park, Breakspear Way, Hemel Hempstead, Hertfordshire HP2 4TZ, during usual business hours (Saturdays, Sundays and public holidays excepted) from the date of this Notice up to and including the date of the AGM; (iii) at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ from 15 minutes before the Meeting until it ends; and (iv) on the Company's website at www.britvic.com/agm.

The principal changes that are proposed in the New Articles are set out below. Changes that are only minor, technical or clarificatory in nature are not noted separately.

Untraced shareholders (Article 39 of the New Articles)

The New Articles provide the Company with additional flexibility in dealing with untraced shareholders (being shareholders who are no longer in communication with the Company, who cannot reasonably be traced and to whom dividend payments have failed/remain uncashed) and the rights in relation to the sale of shares, and the proceeds of any such sale, owned by shareholders who are untraced after a period of six years. The New Articles also provide that following the sale, the proceeds are forfeited and belong to the Company. These changes are consistent with evolving market practice and seek to ensure the efficient resolution of untraced shareholdings and the limitation of associated administrative costs.

Physical and electronic meetings (Articles 41, 42, 44, 45 and 49 of the New Articles)

The New Articles expand the provisions for combined physical and electronic general meetings in such a way that enables shareholders to attend and participate in the business of the meeting by attending a physical location or by attending electronically. The New Articles also allow for flexibility in the future to call fully virtual meetings, where attendees participate only by way of electronic means. The proposed amendments in the New Articles provide the Company with more flexibility when making arrangements and ensuring that all members and proxies that wish to attend can do so and can participate in the business of the meeting.

The changes are considered desirable to provide the Board formally with greater flexibility to align with advances in general meeting technology and to reflect a growing practice of permitting electronic attendance and participation at general meetings. While the New Articles would permit shareholder meetings to be conducted using electronic means only, the Board has no present intention of holding a virtual-only meeting. If the Board determines that a virtual-only meeting is the most appropriate form of shareholder meeting in any circumstances, then it will seek to ensure the meeting continues to fulfil its purpose of facilitating shareholder engagement and Board scrutiny.

In line with current market practice, the New Articles clarify that it is the responsibility of the persons attending and participating in a hybrid general meeting by electronic means to have the necessary means to do so (e.g., the equipment and connectivity necessary to access the Company's chosen online hosting platform for the general meeting) and that any inability to do so does not invalidate the meeting. These changes are intended to ensure that the business of a hybrid meeting or virtual meeting can be carried out efficiently and with certainty as to its validity.

Postponement or cancellation of general meetings (Article 50 of the New Articles)

In line with current market practice, the New Articles allow for the Board to postpone or cancel any general meeting or move the place or places of the meeting before it is held. This covers situations where the chair of the meeting would otherwise have to adjourn a meeting to modify any arrangements for attendance and participation, which only apply at the time the meeting is due to take place and are, therefore, not helpful if circumstances change and it is considered necessary or desirable to change the time and date of the meeting. There are no provisions for postponement or cancellation of a general meeting in the Current Articles.

Security at general meetings (Article 54 of the New Articles)

The New Articles permit the Board to consider the health and safety of those attending a general meeting, as well as the safety and/or security of the general meeting, in the making of arrangements for a general meeting. In light of the COVID-19 pandemic, wording has been added to expand restrictions the Company can put in place to safeguard the health and safety of the shareholders and these amendments provide the Company with greater flexibility.

Directors' written resolutions (Article 96 of the New Articles)

The New Articles propose that a Directors' written resolution is adopted when a majority of the Directors agree to it, in contrast to unanimous approval required under the Current Articles. This is to align with a majority of votes required to determine a resolution at a Board meeting.

Dividends not in cash (Article 111 of the New Articles)

The language in the New Articles has been modernised and clarified so that the extent of the Company's powers is clear. The New Articles make it clear that they permit the Board to make a distribution consisting of the transfer of a non-cash asset as an alternative to payment of a dividend of a particular value to be satisfied by the transfer of a non-cash asset.

Unclaimed dividends (Article 118 of the New Articles)

The New Articles amend the current article on unclaimed dividends to: (i) reduce the period of time that must elapse before an unclaimed dividend can be forfeited from twelve years to six years; and (ii) provide that, if the Company exercises its entitlement under this article to sell shares held by an untraced shareholder, any outstanding dividend in respect of such share is forfeited and ceases to remain owing by the Company. This change is consistent with evolving market practice and seeks to ensure the efficient resolution of untraced shareholdings and the limitation of associated administrative costs.

Stylistic and similar non-material amendments

A number of the general amendments are of a minor technical or clarificatory nature, or are stylistic changes intended to modernise the language used in the Company's articles of association. These changes include, but are not limited to, the following:

• gender neutral terms have been adopted throughout the New Articles (e.g., references to 'chairman' have been changed to 'chair' and references to 'he/she' have been changed to 'they');
• references that are no longer required anymore (e.g. president as the Company does not have this position and branch register as the Company does not require this) have been removed;
• the New Articles modernise certain provisions and allow more flexibility (e.g., expanding postal system to courier or other equivalent service); and
• articles have been removed where they are no longer required under the Companies Act 2006.

The general amendments also include various numbering and cross-referencing changes.

Additional notes on voting

Entitlement to attend and vote

To be entitled to attend and vote in respect of the number of shares registered in their name, shareholders must be entered on the Register of Members of the Company by 6.30pm on Tuesday 23 January 2024, or, if the AGM is adjourned, on the Register of Members at the close of business on the day being two business days prior to the date of the adjourned AGM. In both cases, changes to entries on the Register of Members after the relevant time will be disregarded in determining the rights of any person to attend or vote at the AGM.

Entitlement to appoint proxies

A registered shareholder entitled to attend and vote at the AGM is entitled to appoint a proxy or proxies (who need not be a member of the Company) to exercise all or any of their rights to attend, speak and vote on their behalf at the AGM. A shareholder may appoint more than one proxy in relation to the AGM provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. The appointment of a proxy will not prevent a member from subsequently attending and voting at the AGM in person.

A proxy may be appointed by any of the following methods:

• completing a Proxy Voting Form in accordance with its instructions and returning it to Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA; or
• submitting an electronic proxy appointment by logging onto Equiniti's website, www.sharevote.co.uk. Shareholders will need their Voting ID, Task ID and Shareholder Reference Number, which can be found on the Proxy Voting Form or email provided. Full details of the procedures are given on the website. Alternatively, if you have already registered with the Registrar's online portfolio service, Shareview, you can submit your proxy by logging on to your portfolio at www.shareview.co.uk using your usual user ID and password; or
• if you are a member of CREST, by using the CREST electronic appointment service explained below; or
• if you are an institutional investor, by using the Proxy platform explained opposite.

IMPORTANT: In any case, to be valid, your electronic proxy appointment instructions or Proxy Voting Form must be received by the Company's Registrar, Equiniti, no later than 11.00am on Tuesday 23 January 2024.

Instructions for CREST members

CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the Meeting and any adjournment(s) thereof by using the procedure described in the CREST Manual (available at www.euroclear.com). CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.

In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & Ireland Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by Equiniti as the Issuer's agent (RA19) by 11.00am on Tuesday 23 January 2024. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the Issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time, any change of instruction to proxies appointed through CREST should be communicated to the appointee through other means. CREST members (and, where applicable, their CREST sponsors or voting service providers) should note that Euroclear UK & Ireland Limited does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider, to procure that his CREST sponsor or voting service provider takes) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members (and, where applicable, their CREST sponsors or voting service providers) are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

Instructions for Proxymity platform

If you are an institutional investor, you 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 information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 11.00am on Tuesday 23 January 2024 in order to be considered valid. Before you can appoint 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.

Rights of persons whose shares are held on their behalf by another person

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 communications from the Company in accordance with Section 146 of the Act (Nominated Persons). Nominated Persons may have a right under an agreement with the member who holds the 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.

If you are such a Nominated Person, it is important to remember that your main contact in terms of your investment remains the registered shareholder or custodian or broker who administers the investment on your behalf. Therefore, any changes or queries relating to your personal details and holding (including any administration) must continue to be directed to your existing contact at your investment manager or custodian. The Company cannot guarantee that it will deal with matters that are directed to them in error. The only exception to this is where the Company, in exercising one of its powers under the Act, writes to you directly for a response.

Corporate representatives

Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member, provided that they do not do so in relation to the same shares. Any such representative should bring to the Meeting a certified copy of a resolution of the Directors or other governing body of the corporation concerned confirming the appointment.

Information required by Section 311A of the Act – issued share capital

As at 29 November 2023, being the latest practicable date prior to the publication of this Notice of Meeting, the Company's issued share capital consisted of 249,548,637 ordinary shares, carrying one vote each.

Therefore, the total number of exercisable voting rights in the Company as at 29 November 2023 was 249,548,637.

Audit statements

Shareholders should also note that it is possible that, pursuant to requests made under Section 527 of the Act, the Company may be required to publish on a website a statement setting out any matter relating to the audit of the Company's statutory reports and accounts (including the Auditor's Report and the conduct of the audit) that are to be laid before the AGM. The Company cannot require the shareholders requesting 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 under Section 527 of the Act, it must forward the statement to the Company's auditor 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.

Information available on website

A copy of this Notice of AGM and other information required by Section 311A of the Act can be found at www.britvic.com. You may not use any electronic address provided either in this document or any related documents (including the Proxy Voting Form) to communicate with the Company for any purpose other than those expressly stated. The 2023 Annual Report will remain on the Company's website for 10 years.

Useful information

2023 dividends

	Payment date	Amount per share
Interim	5 July 2023	8.2p
Final	7 February 2024	22.6p

Dividend mandates

If you choose to take your dividends in cash, you can have these paid directly into a sterling bank or building society account in the UK. This method of payment removes the risk of delay or loss of dividend cheques in the post and ensures that your account is credited on the due date.

The easiest way to arrange this is to register on Shareview, at www.shareview.co.uk, the share portal for managing your shareholding. Alternatively, you can complete a dividend mandate form and return it to the Registrar by post. You can download a mandate form from the dividends page at britvic.com/dividends. Your instruction must be received by the Registrar before the record date for a dividend in order for it to be implemented for that payment.

If you live outside the UK, our Registrar offers an Overseas Payment Service, which provides dividend payments that are automatically converted into your local currency and paid directly into your bank account. The service is available in over 90 countries worldwide and it normally costs less than paying in a sterling cheque. You can find more information and download application forms at www.shareview.co.uk. You can call the Registrar on +44 (0) 371 384 2550* if you need further assistance.

If you don't instruct us to pay your cash dividend into your bank account, you will be sent a sterling cheque to your registered address. You are strongly advised to register on Shareview to keep your details up to date.

Dividend reinvestment plan (DRIP)

Shareholders can choose to reinvest dividends received to purchase further shares in the Company through the Company's DRIP. The purchases are made on, or as soon as reasonably practicable after, the dividend payment date, at the market price(s) available at the time. Any surplus cash dividend remaining is carried forward and added to your next dividend payment. A DRIP application form is available via the Registrar or via download from the shareholder information pages at britvic.com/dividends.

Share dealing services

The Company's Registrar, Equiniti, offers a telephone and internet dealing service, Shareview, which provides a simple and convenient way of buying and selling shares. For telephone dealings call +44 (0) 371 384 2030 between 8.00am and 4.30pm, Monday to Friday, and for internet dealings log onto shareview.co.uk/dealing.

Individual Savings Accounts (ISAs)

ISAs in Britvic plc ordinary shares are available through Equiniti Financial Services Limited. Further information may be obtained through its ISA Helpline, telephone +44 (0) 345 300 0430.

American Depository Receipts (ADRs)

Britvic American Depository Receipts are traded on the Over The Counter (OTC) market under the symbol BTVCY. One ADR represents two Britvic plc ordinary shares. This is a sponsored Level 1 ADR programme for which the Bank of New York Mellon acts as both Depositary Bank and Registrar. For the issuance and management of ADRs and any general ADR questions, please contact:

BNY Mellon Shareowner Services:

PO Box 505000, Louisville, KY 40233-5000, US

Direct mailing for overnight packages:

BNY Mellon Shareowner Services, 462 South 4th Street, Suite1600, Louisville, KY 40202, US

Investor Helpline:

+1-888-BNY-ADRs (USA caller, toll free)

+1-201-680-6825 (non-USA caller)

Email: shrrelations@cpushareownerservices.com

Website: www.mybnymdr.com

Financial calendar

Ex-dividend date	21 December 2023
Record date	22 December 2023
AGM	25 January 2024
Payment of final dividend	7 February 2024
Interim results announcement	15 May 2024

Warning to shareholders – boiler room fraud and other investment scams

We are aware that some of our shareholders have received unsolicited phone calls or correspondence concerning investment matters where a connection to this Company is implied. These calls typically come from people claiming to be brokers based overseas who target UK shareholders, offering to sell them what often turn out to be worthless or high-risk shares in US or UK investments. These operations are commonly known as 'boiler rooms'.

Similar scams have been attempted with the shareholders of many UK companies in recent years. Even experienced shareholders have been duped.

If you receive any unsolicited investment advice:

• Get the full, correct name of the person and the organisation they purport to represent.
• Before becoming involved, check that they are authorised by the Financial Conduct Authority (FCA). Check the online register or phone 0800 111 6768.
• We would advise you not to share any of your personal information such as bank account details or National Insurance number.
• If you suspect an attempt at fraud, report it to the FCA on 0800 111 6768.

Read the FCA advice at

www.fca.org.uk/scamsmart/share-bond-boiler-room-scams.

Electronic communications

Britvic has adopted website communication as the default method of communication with shareholders. We periodically contact shareholders to ask if they would prefer to receive hard copy documents. Shareholders who do not respond to this query within 28 days are deemed to have consented to website communication under the 2006 Companies Act provisions. Britvic will still send a paper notification to tell these shareholders when new documents are posted to the website.

Alternatively, shareholders can elect to receive these notifications by email, by registering with Shareview at www.shareview.co.uk. This will save on printing and distribution costs, creating environmental benefits. When registering, you will need your Shareholder Reference Number which can be found on your share certificate or Proxy Voting Form. Please contact Equiniti if you require any assistance or further information.

Contacts

The Company Secretary is Mollie Stoker.

The registered office is Breakspear Park, Breakspear Way, Hemel Hempstead, Hertfordshire HP2 4TZ, telephone +44 (0)1442 284400, website www.britvic.com.

Shareholder enquiries to the Company Secretary may be submitted to company.secretariat@britvic.com.

Investor relations enquiries may be submitted to investors@britvic.com.

The 2023 Annual Report is available to download at www.britvic.com/annualreport.

The Company's Registrar is Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, telephone +44 (0) 371 384 2550.

*Lines are open Monday to Friday 8.30am to 5.30pm (excluding public holidays in England and Wales).

For deaf and speech impaired customers, we welcome calls via Relay UK. Please see www.relayuk.bt.com for more.

Notes for shareholders attending the meeting

Location

Linklaters LLP, One Silk Street, London EC2Y 8HQ

+44 (0)20 7456 2000

www.linklaters.com

Moorgate is the nearest mainline train station. Liverpool Street and Old Street railway stations are also easily accessible.

The nearest London underground stations are Moorgate (Circle, Hammersmith & City, Metropolitan and Northern lines) and Barbican (Circle, Hammersmith & City and Metropolitan lines).

Car park: there is a public car park in the immediate vicinity, located at the Barbican Centre.

Disabled access: Linklaters' offices are accessible to wheelchair users, with the entire building being wheelchair friendly. Blue badge parking directly outside of the building is not available, but Linklaters has five bookable parking spaces underneath the building with assistance on arrival for wheelchair users – please contact Linklaters on +44 (0)20 7456 2000 for further information and booking. For the hard of hearing, there are induction loops with signage at the main reception.

Schedule

10.15am: Registration commences and tea, coffee and biscuits will be available. You should allow 10–15 minutes for registration formalities.

10.45am: Auditorium doors open.

11.00am: Annual General Meeting commences.

Following the conclusion of the Meeting, further refreshments will be provided.

Security

Staff will be on duty to assist shareholders. The Company will not permit behaviour that may interfere with another person's security or safety, or the good order of the Meeting.

Guests

The AGM is a private meeting of shareholders and their representatives. Only shareholders, properly appointed proxies, corporate representatives and invited Company guests are permitted to attend the AGM. Shareholders wishing to bring a guest must make a request to the Company in advance by contacting Britvic's Registrar. Contact details are shown on page 11. If a shareholder brings a guest without giving advance notice to the Company, the guest may not be permitted to enter the anteroom or auditorium at the venue of the AGM and may be asked to leave the premises.

The Company retains absolute discretion to exclude or admit guests to the AGM, including pre-registered guests. Only the Deputy Company Secretary or a more senior Company staff member may exercise this discretion.

Right to ask questions

Any member entitled to attend the AGM has the right to ask questions. The Company must cause to be answered any such question relating to the business being dealt with at the Meeting but no such answer need be given if: (a) to do so would interfere unduly with the preparation for the Meeting or involve the disclosure of confidential information; or (b) the answer has already been given on a website in the form of an answer to a question; or (c) it is undesirable in the interests of the Company or the good order of the Meeting that the question be answered.

Breakspear Park, Breakspear Way, Hemel Hempstead, Hertfordshire HP2 4TZ