Pre-Annual General Meeting Information • Mar 11, 2025
Pre-Annual General Meeting Information
Open in ViewerOpens in native device viewer

If you have any questions, please contact our Registrar, Computershare Investor Services PLC (Computershare):

We are open Monday to Friday, 8.30am to 5.30pm UK time, excluding public holidays. Please call +44 117 378 8361 if calling from outside the UK.

By email:

www.computershare.co.uk/contactus
Online:
Computershare Investor Services PLC The Pavilions, Bridgwater Road, Bristol BS99 6AH, United Kingdom
Shareholder Reference Number:
Personal Identification Number:
General Accident's Advisory Vote Meeting will be held on 15 April 2025 at 9am at Events @ No 6, 6 Alie Street, London E1 8QT (Events @ No 6), with facilities to attend electronically.
General Accident's General Meeting will be held on 15 April 2025 at 10am at Events @ No 6, with facilities to attend electronically.
Further information and a map showing the location of the Advisory Vote Meeting and the General Meeting is on the reverse of this card. Please bring this card with you as evidence of your right to attend these meetings.
If you wish to appoint a proxy, you need to submit a valid proxy appointment by 10am on Friday, 11 April 2025. You can appoint a proxy using the Preference Shareholder Form of Proxy, via CREST or via the Proxymity platform, as outlined in notes 1 to 3 of the Preference Shareholder Form of Proxy. If you appoint a proxy other than the Chair to attend the physical meetings at Events @ No 6, they should take this card with them as evidence of their right to attend and state at registration that they are attending as your proxy.
You should note that you will not be eligible to receive the Voting Fee if you attend the Meetings.
The privacy and security of your personal data is taken very seriously and at all times General Accident and Computershare will comply with the prevailing laws and regulations governing confidentiality, data protection and security of information.
For more information on how your personal data is processed and your privacy rights, a privacy notice is available at www.aviva.com/shareholder‑privacy.
Pitheavlis Perth, PH2 0NH +44 (0)20 7283 2000 www.aviva.com
Registered in Scotland Company No. SC119505

There are three options to participate in the Tender Offer and/or the Advisory Vote Meeting and General Meeting via proxy: Option 1, Option 2, and Option 3. You can only select one option for each Preference Share held, but if you hold more than one Preference Share, you may choose different options for your Preference Shares (see note 7).
a) Option 1: As you hold your shares in CREST, if you wish to tender your Preference Shares in the Tender Offer pursuant to the Terms and Conditions set out in the Tender Offer Memorandum, you should do so by submitting a Tender Instruction (using a TTE Instruction) via CREST by 1pm on 18 March 2025 (if you are an Institutional Investor, as defined in the Tender Offer Memorandum) or by 1pm on 8 April 2025 (if you are a Retail Investor, as defined in the Tender Offer Memorandum). This has the effect of accepting the Tender Offer and appoints the Chair as your proxy to attend the Advisory Vote Meeting and the General Meeting and vote in favour of the Advisory Vote Resolution and the Cancellation Resolution (regardless of whether you return this Preference Shareholder Form of Proxy or otherwise submit your voting instruction via CREST). If you do not wish to tender your shares but wish to submit a voting only proxy instruction, you should select Option 2 or Option 3 using this Preference Shareholder Form of Proxy.
If you do not hold your shares in CREST, and you are in a restricted jurisdiction, you have received this Preference Shareholder Form of Proxy to enable to you to attend the Meetings and/or vote on the Resolutions but you are not permitted to participate in the Tender Offer.
If you participate in the Meetings by selecting Option 1 or Option 2, you will be eligible to receive a Voting Fee. You will not be eligible to receive the Voting Fee if you participate in the Meetings by any other means.
Tick this box if this Preference Shareholder Form of Proxy is one of multiple instructions being given (see note 7)
Tick this box if it is your intention to attend the Advisory Vote Meeting and/or the General Meeting
| voted on the Advisory Vote Resolution will be deemed to be how you voted on the Cancellation Resolution. | SELECT ONE OF THE OPTIONS BELOW BY TICKING THE RELEVANT BOX If you select more than one option for the same Preference Share(s), only your first option will be accepted (working through the options in numerical order). Option 1 will be deemed to be your selection if the relevant box for Option 1 has been ticked, otherwise Option 2 will be deemed to be your selection if the box for Option 2 has been ticked. If you have selected Option 2 or Option 3A and you have voted differently on the Advisory Vote Resolution and the Cancellation Resolution, how you |
|||
|---|---|---|---|---|
| OPTION 1 – TENDER INSTRUCTION | ||||
| OPTION 1 | Cancellation Resolution | TENDER all or part of your Preference Shares AND appoint the CHAIR as PROXY to VOTE FOR the Advisory Vote Resolution and the | ||
| IMPORTANT NOTE 1: For an election under Option 1 to be valid, you must also complete a TTE Instruction (via CREST) by 1pm on 18 March 2025 (if you are an Institutional Investor, as defined in the Tender Offer Memorandum) or by 1pm] on 8 April 2025 (if you are a Retail Investor, as defined in the Tender Offer Memorandum). If you do not hold your shares in CREST, and you are in a restricted jurisdiction, you have received this Preference Shareholder Form of Proxy to enable to you to attend the Meetings and/or vote on the Resolutions but you are not permitted to participate in the Tender Offer. |
||||
| OPTION 2 – VOTING ONLY INSTRUCTION (WITHOUT PARTICIPATING IN THE TENDER) | ||||
| OPTION 2 | Appoint the CHAIR as PROXY to VOTE IN ACCORDANCE WITH YOUR INSTRUCTIONS on the Advisory Vote Resolution and the Cancellation Resolution, without tendering the Preference Shares |
Please insert in the box below the number of Preference Shares in relation to which the Chair (as your proxy) is authorised to act. If left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (see note 7). |
||
| FOR FOR |
AGAINST extinguishing and repaying all the Preference Shares. AGAINST |
Advisory Vote Resolution: THAT the Preference Shareholders are in support of the Cancellation Resolution. Cancellation Resolution: THAT the share capital of General Accident be reduced by cancelling, |
||
| OPTION 3 – VOTING ONLY INSTRUCTION (WITHOUT PARTICIPATING IN THE TENDER) | ||||
| IMPORTANT NOTE: If you select Option 3A or Option 3B, you shall not be entitled to receive a Voting Fee | ||||
| OPTION 3A | (A) Appoint a DIFFERENT PROXY (other than the Chair) to attend the Advisory Vote Meeting and the General Meeting to VOTE IN ACCORDANCE WITH YOUR INSTRUCTIONS on the Advisory Vote Resolution and the Cancellation Resolution, without tendering the Preference Shares |
I/We appoint | ||
| (see note 7) as my/our proxy, to exercise all or any of my/ our rights to attend, speak and vote on my/our behalf at the Advisory Vote Meeting to be held at 9am on Tuesday, 15 April 2025 and the General Meeting to be held at 10am on Tuesday, 15 April 2025 (and at any adjournment(s) thereof), in accordance with the instructions given below. |
||||
| Please indicate in the box below the number of Preference Shares in relation to which your proxy is authorised to act. If left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (see note 7). |
||||
| Advisory Vote Resolution: THAT the Preference Shareholders are in support of the Cancellation Resolution. | ||||
| FOR | AGAINST | WITHHELD | ||
| Cancellation Resolution: THAT the share capital of General Accident be reduced by cancelling, extinguishing and | ||||
| repaying all the Preference Shares. FOR |
AGAINST | WITHHELD | ||
| OPTION 3B | (B) Appoint the CHAIR as PROXY to WITHHOLD your vote in respect of the Advisory Vote Resolution and the Cancellation Resolution, without tendering the Preference Shares |
Please indicate in the box below the number of Preference Shares in relation to which the Chair (as your proxy) is authorised to act. If left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (see note 7). |
||
| Signed | Dated | |||
| Please tick this box if signing on behalf of a member under a power of attorney or other authority (see note 9). |
or you may copy this form. If you hold more than one Preference Share and you would like to choose different options for your Preference Shares, please populate the relevant box on the Preference Shareholder Form of Proxy to specify the number of shares you wish to vote on for each option (though please note it is not possible to select the different options in respect of the same Preference Share(s)). If left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (or, if this Preference Shareholder Form of Proxy has been issued in respect of a designated account for a shareholder, the full voting entitlement of that designated account). Please also indicate, by ticking the box on the front of the Preference Shareholder Form of Proxy, if the proxy instruction is one of multiple instructions being given. Please sign all Preference Shareholder Forms of Proxy and return them together in the same enclosed pre-paid envelope.
Have a question? We'll get back to you promptly.