FULLER,SMITH & TURNER PLC — Proxy Solicitation & Information Statement 2021

Apr 1, 2021

Form of Proxy for the Extraordinary General Meeting of Ordinary Shareholders

Computershare

All Correspondence to:

Computershare Investor Services PLC The Pavilions, Bridgwater Road, Bristol, BS99 6ZY

Form of Proxy – Extraordinary General Meeting of Ordinary Shareholders to be held on 20 April 2021

Cast your Proxy onlineIt's fast, easy and secure!	Control Number: 917114
www.investorcentre.co.uk/eproxy	SBN
You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN shown opposite and agree to certain terms and conditions.	PIN:

To be effective, all proxy appointments must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 19 April 2021 at 9.00am.

Explanatory Notes:

• In light of the current guidance issued by the Government relating to the Covid-19 pandemic, it is anticipated that the meeting will be held with the minimum attendance required to form a quorum. Shareholders will not be permitted to attend the meeting in person and are asked to exercise their votes by submitting their proxy electronically or by post. Shareholders are strongly encouraged to appoint the chairman of the meeting as their proxy.
• Every shareholder has the right to appoint some other person(s) of their choice, who need $\overline{2}$ not be a shareholder, as their proxy to exercise all or any of his/her rights, to attend, speak and vote on their behalf at the meeting. In light of the Covid-19 situation as set out in Explanatory Note 1, shareholders are strongly encouraged to appoint the chairman of the meeting as their proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting as attendance in person will not be permitted. If you still wish to appoint a person other than the chairman of the meeting, please insert the name of your chosen proxy holder in the space provided (see reverse). 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 which they are authorised to act as your proxy. If returned without an indication as to how the proxy shall vote on any particular matter, the proxy will exercise his discretion as to whether, and if so how, he/she will vote

• The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular 3. 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.

• Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, entitlement 4. 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 on Friday 16 April 2021 at 6.00pm 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

• To appoint one or more proxies or to give an instruction to a proxy (whether previously 5. appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number 3RA50) not later than 24 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.
• The above is how your address appears on the Register of Members. If this information is 6. incorrect please ring the Registrar's helpline on 0370 889 4096 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
• Any alterations made to this form should be initialled. $\overline{7}$
• The completion and return of this form will not preclude a member from attending 8. the meeting and voting in person but, as set out in Explanatory Note 1, it is currently anticipated that attendance at the meeting will be restricted.

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.

Form of Proxy

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

Please leave this box blank if you wish to select the chairman of the meeting. Do not insert your own name(s). You are strongly recommended to appoint the chairman of the meeting as your proxy as attendance at the meeting is currently anticipated to be restricted (see Explanatory Notes 1 and 2).

I/We hereby appoint the chairman of the Extraordinary General Meeting of Ordinary Shareholders OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the meeting of FULLER, SMITH & TURNER P.L.C. to be held at Pier House, 86-93 Strand-on-the-Green, London, W4 3NN on 20 April 2021 at 9.00am, and at any adjourned meeting.

* For the appointment of more than one proxy, please refer to Explanatory Note 2.

Please mark here to indicate that this proxy appointment is one of multiple appointments being made.

697		For	Against	Vote Withheld
$\circ$	Ordinary Resolution 1. To authorise the Directors to issue and allot the Placing Shares and the A Ordinary Share Director Subscriptions		.
	을 8 Special Resolution ※ 2. To authorise the disapplication of pre-emption rights in connection with the Placing, the Director Subscriptions and the B Share Offer

I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.

Signature

Date

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

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