Glenveagh Properties Plc — Proxy Solicitation & Information Statement 2021

Nov 16, 2021

Attendance Card

Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.

The Chairman of Glenveagh Properties plc ("the Company") invites you to attend an Extraordinary General Meeting of the Company to be held at Block B, Maynooth Business Campus, Maynooth, Co.Kildare, on, 16 December 2021 at 10:30 a.m.

Shareholder Reference Number

Please detach this portion before posting this form.

Form of Proxy - Extraordinary General Meeting ('EGM') of Glenveagh Properties plc to be held on 16 December 2021

Explanatory Notes:

• 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder as his proxy to exercise all or any of his rights, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse). A Shareholder may appoint more than one proxy to attend and vote at the meeting provided each proxy is appointed to exercise rights attached to different shares held by that Shareholder. 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 (see reverse) 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 voting entitlement (or if this proxy form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account). Where a poll is taken at the EGM, a Shareholder, present in person or proxy, holding more than one share is not required to cast all their votes in the same way.
• 2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on +353 1 696 8426 or you may photocopy the reverse only of this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
• 3. In order to protect the health and safety of the Company's Shareholders and Directors, there may be certain limitations placed on attendance in person by Shareholders at the EGM. These will be in line with government guidelines in force at the time of the EGM and will have regard to the best interests of the Company and the Shareholders as a whole. Shareholders are strongly encouraged to appoint "the Chair of the meeting" as their proxy. If any other person is appointed as proxy, his or her ability to attend the EGM in person will be subject to any restrictions in relation to attendance in the context of Covid restrictions. Subject to any restrictions which may apply in relation to physical attendance, entitlement to attend, speak and vote at the EGM or any adjournment thereof and the number of votes which may be cast at the EGM, will be determined by reference to the register of members of the Company at 6.00 p.m. on 12 December 2021 or, if the EGM is adjourned, 6.00 p.m. on the day before the date that falls 72 hours before the time appointed for the adjourned meeting. Changes to the register of members after the relevant time shall be disregarded in determining the rights of any person to attend, speak and / or vote at the EGM.
• 4. The process for appointing a proxy will depend on the manner in which you hold your interest in the Company. For Shareholders whose name appears on the register of members of the Company (being those who hold their shares in certificated form and who do not hold their interests in ordinary shares as Belgian law rights through the Euroclear system or as CREST depository interests ("CDIs") through the CREST System) your proxy may: (a) be submitted by fax to +353 (0)1 447 5572, provided it is received in legible form; or

All Holders 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 (Ireland) Limited accept no liability for any instruction that does not comply with these conditions.

• (b) be submitted electronically, subject to the terms and conditions of electronic voting, via the internet by accessing the shareholder portal on the Computershare Investor Services (Ireland) Limited website www.eproxyappointment. com. You will need your control number, shareholder reference number and your PIN number, which can be found on your Form of Proxy; or
• (c) be submitted by post to the Company's Registrar, Computershare Investor Services (Ireland) Limited, P.O. Box 13030, 3100 Lake Drive, Citywest Business Campus Dublin 24, D24 AK82, Ireland.

Persons who hold their interests in ordinary shares as Belgian law rights through the Euroclear Bank system or as CDIs should consult with their stockbroker or other intermediary at the earliest opportunity for further information on the processes and timelines for submitting proxy votes for the EGM through the respective systems. For voting services offered by custodians holding Irish corporate securities directly with Euroclear Bank SA/NV ("Euroclear Bank"), please contact your custodian.

• 5. All proxy voting instructions (whether submitted directly or through the Euroclear or (via a holding of CDIs) CREST systems) must be received by the Company's Registrar not less than 48 hours before the time appointed for the EGM or any adjournment of the EGM. However, persons holding through the Euroclear or (via a holding of CDIs) CREST systems will also need to comply with any additional voting deadlines imposed by the respective service offerings. Again, all persons affected are recommended to consult with their stockbroker or other intermediary at the earliest opportunity.
• 6. Please indicate how you wish your proxy to vote by marking the appropriate box. You may direct your proxy to vote "FOR", "AGAINST", or "WITHHELD". If no such specific instructions are given, the proxy will vote your vote at his/ her discretion. The 'WITHHELD' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'WITHHELD' vote 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.
• 7. On any other business which may properly come before the EGM or any adjournment thereof, and whether procedural, administrative and/or substantive in nature (including, without limitation, any motion to amend a resolution or adjourn the EGM) not specified in the Notice of the EGM or this Form of Proxy, the proxy will act at his/her/its discretion.
• 8. The above is how your address appears on the Register of Members. If this information is incorrect please ring the registrar's helpline on +353 1 696 8426 to request a change of address form or go to www.investorcentre.com/ie to use the online Investor Centre service.
• 9. Any alterations made to this form should be initialled.
• 10. The appointment of a proxy will not preclude a member from attending the meeting and voting in person, subject to any attendance restrictions which may apply as referred to in note 3.

Poll Card To be completed only at the EGM if a Poll is called.

Special Resolution For Against

1. Authority to make market purchases and overseas market purchases provided that the maximum number of ordinary shares authorised to be acquired under the Repurchase Resolution shall not exceed 10% of the issued ordinary share capital (excluding treasury shares) of the Company as at the date of the passing of the Repurchase Resolution.

	Vote Withheld

Signature

Form of Proxy

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

I/We hereby appoint the Chairman of the Meeting OR the following person

Please leave this box blank if you have selected the Chairman. Do not insert your own name(s).

as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf on any matter at the Extraordinary General Meeting of Glenveagh Properties plc to be held at Block B, Maynooth Business Campus, Maynooth, Co.Kildare on Thursday 16 December 2021 at 10:30 a.m., and at any adjournment thereof. I/We direct that my/our vote(s) be cast on the specifi ed resolutions as indicated by an X in the appropriate box.

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

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

Special Resolution For Against

FOLD HERE

1. Authority to make market purchases and overseas market purchases provided that the maximum number of ordinary shares authorised to be acquired under the Repurchase Resolution shall not exceed 10% of the issued ordinary share capital (excluding treasury shares) of the Company as at the date of the passing of the Repurchase Resolution.

Vote Withheld FOLD HERE

I/we direct my/our proxy to vote on the resolution proposed at the Meeting as indicated on this form. Where no instruction appears above as to how the proxy should vote 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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