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Dechra Pharmaceuticals PLC Proxy Solicitation & Information Statement 2022

Sep 20, 2022

4797_agm-r_2022-09-20_a238ee9c-596d-48a9-8240-476bc02957b4.pdf

Proxy Solicitation & Information Statement

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We are holding our Annual General Meeting on Thursday 20 October 2022 at 9.30 am at 6 Cheshire Avenue, Cheshire Business Park, Lostock Gralam, Northwich CW9 7UA. It will start at 9.30 am.

Please detach and retain this section before posting. Do not post with the Proxy Form.

Proxy Form
Voting ID Task ID Shareholder reference no.
I/We hereby appoint the chair of the meeting or:
name
of proxy
to act as my/our proxy at the Company's Annual General Meeting to be held at 6 Cheshire Avenue, Cheshire Business Park, Lostock Gralam, Northwich CW9 7UA at 9.30 am
on Thursday 20 October 2022 and at any adjournment. Please refer to the Notice of the Annual General Meeting for the full text of the Resolutions. This personalised Proxy
multiple
proxies
number of shares
Form is not transferable and should be disregarded if you have sold your shareholding.
Ordinary Business
For Against Withheld 11. To re-elect Ishbel Macpherson.
1.
To receive the accounts of the Company for
the year ended 30 June 2022, together with
the Strategic Report, Directors' Report and the
Auditor's Report.
12. To re-appoint PricewaterhouseCoopers as
external auditor of the Company.
13. To authorise the Audit Committee to determine
the remuneration of the external auditor.
2.
To approve the Directors' Remuneration
Report for the year ended 30 June 2022.
3.
To declare a final dividend.
4.
To elect John Shipsey.
5.
To re-elect Alison Platt.
Special Business
14. To authorise the Directors to allot shares to
specific limits.
15. To disapply the pre-emption rights.
6.
To re-elect Ian Page.
7.
To re-elect Anthony Griffin.
8.
To re-elect Paul Sandland.
16. To disapply additional pre-emption rights.
17. To authorise the Company to purchase its own
shares.
18. To authorise the Company to hold any general
9.
To re-elect Lisa Bright.
10. To re-elect Lawson Macartney.
meeting (other than an Annual General Meeting
of the Company) on not less than 14 clear
days' notice.
Signature Date

30957 9 September 2022 4:05 pm V6

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How to fill in the Proxy Form – We recommend that you appoint the chair of the meeting as your proxy to attend and vote for you. To appoint someone other than the chair, you should cross out the words 'the chair of the meeting or' and write in the box the name and address of the person you want to be your proxy. Your proxy will be entitled to exercise all or any of your rights to attend, speak and vote at the meeting.

Voting less than your entitlement – 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 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 entitlement.

Multiple proxies – If you want to appoint more than one proxy please tick the 'multiple proxies' box. Additional Proxy Forms may be obtained by contacting our Registrar, Equiniti, on 0371 384 2030 or you may photocopy this form. Please indicate in the box next to the proxy holder's name the number of shares in relation to which they are authorised to act as your proxy and return all Proxy Forms in the same envelope to the address shown overleaf. Overseas shareholders should contact Equiniti on +44 (0)121 415 7047.

Recording your votes – Please mark the appropriate box overleaf 'for', 'against' or 'withheld' for each resolution in black ink like this: x . Your proxy will have discretion to vote on any Resolution where you have not given a specific instruction how to vote or on any other business which may properly come before the meeting. A 'withheld' vote is not a vote in law and will not be counted in the proportion of shares for or against any Resolution.

Please sign and date the Proxy Form, initial any alterations, tear it off and post it (postage paid).

Deadline for submission – To be valid, your proxy instructions must be received no later than 9.30 am on Tuesday 18 October 2022. Details of the Resolutions are set out in the Notice of the Annual General Meeting. You can submit your proxy instructions electronically at www.sharevote.co.uk. To do this, you will need your voting reference numbers (the three numbers quoted overleaf). CREST members can use the CREST electronic proxy voting service.

Joint holders – In the case of joint holders, only one need sign the Proxy Form. In the case of a corporation, the Proxy Form must be signed as a deed or be appropriately signed by a duly authorised official or officials whose capacity should be stated. The appropriate power of attorney or other authority should be sent with the Proxy Form.

30957 9 September 2022 4:05 pm V6

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Spencer Road

LANCING BN99 8LU

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