Glenveagh Properties Plc — Proxy Solicitation & Information Statement 2024

Mar 25, 2024

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 the Annual General Meeting of the Company to be held at The Herbert Park Hotel, Ballsbridge, Dublin 4, D04 R2T2 on Thursday, 2 May 2024 at 1pm.

Please detach this portion before posting this form.

Form of Proxy - Annual General Meeting ('AGM') of Glenveagh Properties plc to be held on 2 May 2024

• 6. This Form of Proxy must (i) in the case of an individual member be signed or submitted electronically by the member or his/ her attorney; or (ii) in the case of a body corporate be executed either under its common seal or signed on its behalf by a duly authorised officer or attorney or submitted electronically in accordance with notes 5(b) and 5(c) above.
• 7. In the case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members in respect of the joint holding.
• 8. If you desire to appoint a proxy other than the Chairman of the Meeting or any adjourned Meeting, please insert the proxy's name in block capitals in the space provided and delete the words "the Chairman of the Meeting or" (see reverse). If you intend to appoint a proxy other than the Chairman of the Meeting, we ask that, as a contingency measure, you additionally appoint the Chairman of the Meeting as an alternative in the event that the initially attended proxy is unable to attend for any reason (and does not appoint a substitute). This facilitates the inclusion of your vote in a wider range of contingent scenarios.
• 9. A proxy (including a substitute proxy) shall be entitled at his or her discretion and without notice to you to (i) nominate and appoint any person to be a substitute proxy for him or her for any of the purposes contemplated by this Form of Proxy with liberty to revoke any such appointment at his or her discretion and/or (ii) replace such substitute proxy with any other person at his or her discretion (each of the foregoing being, a Substitute Proxy). A proxy shall provide any Substitute Proxy with a copy (electronic or otherwise) of this Form of Proxy. A Substitute Proxy shall be bound by, and shall be entitled to act in all respects in accordance with, the terms of this Form of Proxy. All references to 'proxy' shall be deemed to include persons who are Substitute Proxies for the time being.
• 10. Please indicate how you wish your proxy to vote by marking the appropriate box. You may direct your proxy to vote "For", "Against", or to "Vote Withheld". If no such specific instructions are given, the proxy will vote your vote at his/her discretion. A vote cast as 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of votes "for" or "against" the resolution.
• 11. On any other business which may properly come before the Meeting and or any adjourned Meeting thereof and whether procedural, administrative and/or substantive in nature (including any motion to amend a resolution or adjourn the Meeting) not specified in the Notice of the Meeting or this Form of Proxy, the proxy will act at his/her discretion in voting on such matters.
• 12. 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.
• 13. Any alterations made to this form should be initialled.
• 14. The appointment of a proxy will not preclude a member from attending the meeting and voting in person.

Kindly Note: This form is issued only to the addressee(s) and is specific to the All Holders 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.

to different shares held by that member. The appointment of a proxy will entitle the proxy to attend, speak, ask questions, vote and to demand or join demanding a poll on the member's behalf at the relevant meeting or at any adjournment of such meeting. A proxy shall be bound by the constitution of the Company. A proxy need not be a member of the Company. 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. Where a poll is taken at the Meeting, a member, present in person or

3. Pursuant to the Companies Act 2014 (as amended), entitlement 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 at 6pm on 29 April 2024 (or in the case of an adjournment as at close of business on the day immediately preceding the date which falls 72 hours before the date of the adjourned meeting). Changes to entries on the Register of Members after that time

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 certifi cated form and who do not hold their interests in ordinary shares as Belgian law rights through the Euroclear system

(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

(c) be submitted by post to the Company's Registrar, Computershare Investor Services (Ireland) Limited, P.O. Box 13030,

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 AGM through the respective systems. For voting services offered by custodians holding Irish corporate securities directly with Euroclear Bank SA/NV ("Euroclear Bank"), please

proxy, holding more than one share is not required to cast all their votes in the same way.

shall be disregarded in determining the rights of any person to attend and vote at the Meeting.

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

3100 Lake Drive, Citywest Business Campus Dublin 24, D24 AK82, Ireland.

All Holders

Form of Proxy; or

contact your custodian.

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

Resolutions

Resolutions Vote
	Ordinary Resolutions	For		Against Withheld
1.	To receive and consider the accounts for the year ended 31 December 2023 together with the reports of the Directors and Auditors thereon and a review of the affairs of the Company.
2.	To receive and consider the Report of the Remuneration Committee for the year ended 31 December 2023.
3.	To appoint / re-appoint the following Directors:
	a. John Mulcahy;
	b. Stephen Garvey;
	c. Michael Rice;
	d. Pat McCann;
	e. Cara Ryan;
	f. Camilla Hughes;
	g. Emer Finnan;
	h. Lorna Conn; and

			Vote
		For	Against Withheld
	i. Max Steinebach.
4.	To re-appoint the Auditors.
5.	To authorise the Directors to determine the remuneration of the Auditors.
6.	Authority to allot shares.
	Special Resolutions
7.	Disapplication of statutory pre-emption rights in certain circumstances.
8.	Disapplication of statutory pre-emption rights in additional circumstances.
9.	Authority to make market purchases.
10.	Authority to re-issue treasury shares.
11.	To convene a General Meeting by 14 days' notice.

Form of Proxy

	c. Michael Rice;			8. Disapplication of statutory pre-emption rights in additional circumstances.
	d. Pat McCann;			9. Authority to make market purchases.
	e. Cara Ryan;			10. Authority to re-issue treasury shares.	y l
	f. Camilla Hughes;			11. To convene a General Meeting by 14 days' notice.
	g. Emer Finnan;				n
	h. Lorna Conn; and			O
				Signature
	Form of Proxy			n
	Please use a black pen. Mark with an X X
	inside the box as shown in this example. I/We hereby appoint the Chairman of the Meeting OR the following person
				o i
				t
	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, vote and to demand or join in demanding a poll in respect of my/our full voting entitlement* on my/our behalf on any matter at
				the Annual General Meeting of Glenveagh Properties plc to be held at The Herbert Park Hotel, Ballsbridge, Dublin 4, D04 R2T2 on Thursday 2 May 2024 at 1pm,
FOLD HERE				a 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.
	Resolutions Ordinary Resolutions	For	m Vote Against Withheld		Vote For Against Withheld
1.	To receive and consider the accounts for the year ended 31 December 2023 together with the reports of the Directors		r	h. Lorna Conn; and
2.	and Auditors thereon and a review of the affairs of the Company. To receive and consider the Report of the Remuneration			i. Max Steinebach.
	Committee for the year ended 31 December 2023.	o		4. To re-appoint the Auditors.
3.	To appoint / re-appoint the following Directors: a. John Mulcahy;	f		5. To authorise the Directors to determine the remuneration of
	n b. Stephen Garvey;			the Auditors. 6. Authority to allot shares.
	I			Special Resolutions
	c. Michael Rice;			7. Disapplication of statutory pre-emption rights in certain circumstances.
	r d. Pat McCann;			8. Disapplication of statutory pre-emption rights in
	e. Cara Ryan;			additional circumstances. 9. Authority to make market purchases.
	o f. Camilla Hughes;			10. Authority to re-issue treasury shares.
	F g. Emer Finnan;			11. To convene a General Meeting by 14 days' notice.

I/we direct my/our proxy to vote on the resolutions 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 fi t or abstain in relation to any business of the meeting.

Signature	Date

otato

/ /

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 offi cer duly authorised, stating their capacity (e.g. director, secretary).

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