FULLER,SMITH & TURNER PLC — Proxy Solicitation & Information Statement 2020

Aug 18, 2020

FULLER'S

FULLER SMITH & TURNER P.L.C.

Shareholder Reference Number

Indicative Voting Form - Annual General Meeting to be held on 10 September 2020

To be effective, all Indicative Voting Forms must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by Tuesday 8 September 2020 at 10.00 a.m.

Explanatory Notes:

1. Please indicate, by placing 'X' in the appropriate space overleaf, how you wish your votes to be cast in respect of each of the Resolutions. If this form is duly signed and returned, but without specific direction as to how you wish your votes to be cast, the form will be rejected.
2. The 'Vote Withheld' option overleaf is provided to enable 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.
3. Any alterations made in this form should be initialled.

Kindly Note: This form is issued only to the addressee(s) and is specific to the unique designated account printed hereon. This personalised form is not transferable between different: (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any instruction that does not comply with these conditions.

All Named Holders

166239_189580_RUN_ONS/000001/000001/SG601/II

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TO THE MEMBERS OF THE EMPLOYEE SHARE INCENTIVE PLAN ("THE PLAN")

Please find enclosed the following documents:

1. The 2020 Annual Report of the Company.
2. A circular to Members which includes the Notice of the Annual General Meeting to be held on Thursday 10 September 2020.
3. An Indicative Voting Form (below) in respect of the AGM.
4. A pre-paid envelope for the return of your form.

As you know, your shares under the Plan are currently held on your behalf by a Corporate Trustee, in accordance with HM Revenue & Customs rules. However, the Trustee has agreed to seek the views of the employees for whom they hold shares under the Plan whenever there is a meeting of shareholders (which of course you will all eventually become).

Therefore, please complete and return the Indicative Voting Form below to indicate whether or not you are in favour of the resolutions that are being proposed at the Annual General Meeting. When the Trustees come to vote they will do so in a manner reflecting the votes that you cast.

To be valid your form will need to be received not later than 10.00 am on Tuesday 8 September 2020. So please post your form in good time if you want your views to be taken into account.

Computershare

Indicative Voting Form

Please use a black pen. Mark with an X inside the box as shown in this example. ☑

I, being a Member of the Fuller, Smith & Turner P.L.C. Share Incentive Plan ("the Plan") hereby request the Trustee of the Scheme to vote at the Annual General Meeting of Fuller, Smith & Turner P.L.C. to be held on Thursday 10 September 2020 at 10.00 a.m. and at any adjournment thereof, as indicated below.

Ordinary Resolutions	For	Against	Vote Withheld
1. To receive the Accounts and the Reports for the 52 weeks ended 28 March 2020.	☐	☐	☐
2. To approve the 2020 Directors' Remuneration Report.	☐	☐	☐
3. To approve the 2020 Directors' Remuneration Policy.	☐	☐	☐
4. To elect Robin Rowland as a Director.	☐	☐	☐
5. To re-elect Helen Jones as a Director.	☐	☐	☐
6. To re-elect Richard Fuller as a Director.	☐	☐	☐
7. To re-elect Adam Councell as a Director.	☐	☐	☐
For	Against	Vote Withheld
---	---	---
8. To re-appoint Grant Thornton UK LLP as auditors and authorise the Directors to set the level of their remuneration.	☐	☐
Special Resolutions	☐	☐
9. To authorise the Directors to allot shares in the Company.	☐	☐
10. To authorise the Directors to allot new shares without applying pre-emption rights.	☐	☐
11. To authorise the Company to buy back A ordinary shares.	☐	☐
12. To amend the notice period for general meetings other than Annual General Meetings.	☐	☐
Ordinary Resolutions	☐	☐
13. To approve the rules of the Fuller, Smith & Turner P.L.C. Long-Term Incentive Plan 2020.	☐	☐
14. To approve the rules of the Fuller, Smith & Turner P.L.C. Bonus and Deferred Bonus Plan 2019.	☐	☐

Signature _______

Date _______

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