Harbour Energy PLC — Proxy Solicitation & Information Statement 2023

Mar 31, 2023

						AGM Proxy Card
						Name				No. of shares
						as my/our proxy to exercise all or any of my/our rights to attend and to speak and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at 10:00am on Wednesday 10 May 2023 and at any adjournment thereof. I/We direct my/our proxy to vote (or withhold my/our vote) on each of the resolutions referred to in the Notice of AGM as indicated with an X in the appropriate boxes below. Please tick here if this proxy appointment is one of multiple appointments being made. Please indicate your vote by marking with an X in the appropriate boxes in black ink below how you wish to vote on each resolution. If you wish to abstain on any particular resolution, you can use the 'Withheld' option. 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.
												For
						2. Approve the Directors' Remuneration Report
						3. Approve a final dividend of 12 cents per share
						4. Re-elect R. Blair Thomas as a director
						5. Re-elect Linda Z. Cook as a director
						6. Re-elect Alexander Krane as a director
						7. Re-elect Simon Henry as a director
						8. Re-elect Alan Ferguson as a director
						9. Re-elect Andy Hopwood as a director
						10. Re-elect Margareth Øvrum as a director
						11. Re-elect Anne L. Stevens as a director
						to fix the Auditor's remuneration
						16. Authorise political donations and expenditure
						17. Authorise the directors to allot shares
	person, we strongly encourage you to appoint the Chair of the Meeting to act as your proxy to ensure your vote is counted. Details of how to appoint a proxy are set out on You can appoint another person (a proxy) to attend, speak, and/or vote at the AGM on your behalf. Regardless of whether or not you intend to attend the AGM in the attached Proxy Card.	online at harbourenergy.com. Please read the notes on the back of the AGM Proxy You can find full details of the resolutions to be proposed for approval at the AGM, with explanatory notes, in the 2023 Notice of Meeting which is available to view Card before completing it.	Please note that no presentations on the Company's business will be given at arranged for a presentation to be made available on the Company's website the Meeting and no refreshments will be available. Instead, the Board has m on the morning of 11 May 2022. at harbourenergy.co	The directors will be available at the AGM to take questions relevant to the business of the Meeting. If you would like to submit questions ahead of the Meeting, instructions on how to do so are set out in the 2023 Notice of Meeting.	appointment and voting instructions by 10:00am on Friday 5 May 2023 to Our share registrar, Equiniti, must receive your online or postal proxy ensure your vote is counted.	Company Secretary Rachel Rickard	Voting ID Ordinary resolutions 12. Elect Belgacem Chariag as a director 13. Elect Louise Hough as a director 14. Reappoint Ernst & Young LLP as Auditor 15. Authorise the Audit and Risk Committee	Task ID For 1. Receive the 2022 Annual Report and Accounts	Against	Withheld	(see note 4) Special resolutions own shares	Shareholder Reference Number I/We being (a) member(s) of the above named Company hereby appoint the Chair of the Meeting or the following person: 18. Disapplication of pre-emption rights 19. Further disapplication of pre-emption rights 20. Authorise the Company to purchase its 21. Authorise the Company to call general meetings on 14 clear days' notice

as my/our proxy to exercise all or any of my/our rights to attend and to speak and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at 10:00am on Wednesday 10 May 2023 and at any adjournment thereof. I/We direct my/our proxy to vote (or withhold my/our vote) on each of the resolutions referred to in the Notice of AGM as indicated

Please indicate your vote by marking with an X in the appropriate boxes in black ink below how you wish to vote on each resolution. If you wish to abstain on any particular resolution, you can use the 'Withheld' option. 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.

Ordinary resolutions	For	Against	Withheld	Special resolutions	For	Against	Withheld
1. Receive the 2022 Annual Report and Accounts				18. Disapplication of pre-emption rights
2. Approve the Directors' Remuneration Report				19. Further disapplication of pre-emption rights
3. Approve a final dividend of 12 cents per share				20. Authorise the Company to purchase its own shares
4. Re-elect R. Blair Thomas as a director
5. Re-elect Linda Z. Cook as a director				21. Authorise the Company to call general meetings on 14 clear days' notice
6. Re-elect Alexander Krane as a director
7. Re-elect Simon Henry as a director
8. Re-elect Alan Ferguson as a director
9. Re-elect Andy Hopwood as a director
10. Re-elect Margareth Øvrum as a director
11. Re-elect Anne L. Stevens as a director
12. Elect Belgacem Chariag as a director
13. Elect Louise Hough as a director
14. Reappoint Ernst & Young LLP as Auditor
15. Authorise the Audit and Risk Committee to fix the Auditor's remuneration
16. Authorise political donations and expenditure
17. Authorise the directors to allot shares

Signature Date

Harbour Energy plc 2023 Annual General Meeting

When:

Where:

No.11 Cavendish Square,

London, W1G 0AN

Shareholder Reference Number: [XXXXXXXXXX]

31 March 2023

Dear Shareholder

The Harbour Energy plc 2023 Annual General Meeting (AGM) will be held at

No.11 Cavendish Square, London, W1G 0AN at 10:00am on Wednesday 10 May

10:00am Wednesday

10 May 2023

Have you received your dividends?

Harbour Energy plc pays dividends directly into shareholder bank accounts. If you have not yet provided our registrar, Equiniti, with your bank or building society account details, your final dividend payment for the year ended 31 December 2022 will be retained on your behalf, until it can be paid to you electronically.

Can I reinvest my dividends instead? Instead of receiving dividend payments you may wish to build up your shareholding in Harbour Energy plc by reinvesting future dividends to purchase further Harbour Energy plc shares. The Dividend Reinvestment Plan is a convenient, easy and cost effective way to do this. Please visit shareview.co.uk/info/drip for more information and a DRIP application form. Terms, conditions and fees apply.

Please note: To have any retained dividends paid to you as cash you will still need to provide your bank or building society details to Equiniti, even if you wish to join the DRIP for future dividend payments.

What if I do nothing? If you take no action you will not receive any Harbour Energy plc dividend payments until we receive your bank or building society account details.

You can provide your details:

ONLINE

Log on or register for an Equiniti shareview portfolio at shareview.co.uk.

BY PHONE

If you are a sole holder with 2,500 shares or fewer you can provide your nominated account details by contacting Equiniti on +44 (0) 371 384 2030. Lines open 08:30 to 17:30 (UK time) Monday to Friday (excluding public holidays in England and Wales).

BY POST

Simply complete the form below, detach this page from the Proxy Card opposite, and send it to Equiniti using the return-addressed envelope provided.

Bank mandate form

Payments direct to your bank/building society account

Please forward, until further notice, all dividends or interest that may from time to time become payable to me/us in respect of any shares or stock held in Harbour Energy plc to the above nominated bank or building society, or to such other branch of the organisation as the bank or building society may from time to time request. Compliance with this request will discharge the Company's liability in respect of such dividends or other monies.

All registered holders must sign to confirm this instruction

• • as Power of Attorney or other authority.

AGM Proxy Card Notes

Our share registrar, Equiniti, must receive your online or postal proxy appointment and voting instructions by 10:00am on Friday 5 May 2023 to ensure your vote is counted.

• 1. The simplest way to appoint your proxy is online at sharevote.co.uk. You will need your Voting ID, Task ID and Shareholder Reference Number printed on the front of the Proxy Card to log in.
• 1. If you want to appoint your proxy by post, complete this Card in black ink, sign and date it and then return it to Equiniti, using the return-addressed envelope provided.
• 1. If you do not indicate how your proxy is to vote on a particular resolution, your proxy can decide whether, and how, you vote. Your proxy can vote, or abstain from voting, as they decide on any other business which may validly come before the AGM.
• 1. All the shares registered in your name will be cast in accordance with your instructions if you leave the 'number of shares' box blank. Alternatively, please indicate in the box the shares you would like the Chair of the Meeting to vote on your behalf (this should not exceed the number of shares held by you).
• 1. Before returning this Card, please sign and date it, and initial any alterations. In the case of joint holders, any one of you may sign. If someone signs on your behalf, they must return with this Card the authority under which it is signed (or a copy of the authority certified by a solicitor or notary).
• 1. Where it is a company appointing the proxy, this Card must either be sealed, or signed by an officer of the Company or an authorised attorney, and returned with the appropriate authority or power of attorney.
• 1. If your address is outside the UK, you should reply using the return-addressed envelope provided. If you live in a country covered by the International Business Reply Service, we have prepaid the postage on the envelope. If you live outside the countries covered by the International Business Reply Service, you will need to pay postage.
• 1. CREST members may appoint their proxy using the CREST system. If you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform. Please refer to the notes in the Notice of Meeting 2023 available online at harbourenergy.com.

You can submit your AGM proxy appointment and voting instructions:

ONLINE (see note 1) Scan the QR code below.

Venue: No.11 Cavendish Square London W1G 0AN