Hays PLC

Proxy Solicitation & Information Statement • Oct 7, 2021

ANNUAL GENERAL MEETING ATTENDANCE CARD

Shareholder Reference Number

If you plan to attend the Annual General Meeting, please bring this card with you and hand it in at the registration desk when you arrive.

LOCATION MAP

Hays plc 2021 Annual General Meeting UBS 5 Broadgate London EC2M 2QS

NOTICE OF AVAILABILITY – Important, please read carefully.

You can now access the Annual Report & Accounts for the financial year ended 30 June 2021 and Notice of 2021 Annual General Meeting at haysplc.com/investors.

You can submit your Proxy Form online at www.sharevote.co.uk using the details on the form below.

Hays plc (the Company) invites you to attend the Company's Annual General Meeting (AGM) to be held at the offices of UBS, 5 Broadgate, London EC2M 2QS at 12 noon on Wednesday 10 November 2021. If you wish to attend the AGM please bring this card with you and present it at the registration desk.

If you do not wish to attend the AGM but would like to register your vote, please complete, detach and return the prepaid Proxy Form below. Alternatively you can submit your Proxy Form electronically by (i) going to www.sharevote.co.uk using the series of numbers printed under your name on the Proxy Form and following the instructions provided on the website or (ii) if you are a user of the CREST system (including CREST Personal Members), by having an appropriate CREST message transmitted. Please note that your instructions must be received by no later than 12 noon on Monday 8 November 2021 (i.e. not less than 48 hours (excluding any part of a day which is not a working day) before the time of the AGM).

PROXY FORM – HAYS PLC 2021 ANNUAL GENERAL MEETING (AGM)

HAYS Recruiting experts

Voting ID Task ID Shareholder Reference Number

I/We, the undersigned, being (a) member(s) of Hays plc (the Company) HEREBY APPOINT the Chairman of the AGM/

(see Note 1) to act as my/our proxy to vote for me/us on my/our behalf on any matter which may properly come before the AGM of the Company to be held at 12 noon on Wednesday 10 November 2021 and/or any adjournment(s) thereof. Please indicate your instructions to your proxy by marking an 'X' in the appropriate boxes in black ink like this next to each resolution. Details of the resolutions are contained in the Notice of

Meeting and the explanatory Notes. It should be noted that a Vote Withheld is not a vote in law and will not be counted as a vote For or Against a resolution. If you sign this Proxy Form and return it without any specific directions in respect of any resolution your proxy will vote or abstain on that resolution, at his or her discretion. Your proxy will also have discretion to vote as he or she thinks fit on any other business which may properly come before the meeting, including amendments to resolutions, and at any adjournment of the meeting.

		For		Against Withheld		For	Against Withheld
1.	To receive the Directors' and Auditor's Reports and the financial statements				12. To re-elect Peter Williams as a director
					13. To reappoint PricewaterhouseCoopers LLP as Auditor of the Company
2.	To approve Directors' Remuneration report				14. To authorise the directors to determine the Auditor's remuneration
3.	To approve a final dividend
4.	To approve a special dividend				15. To authorise the Company to make limited donations to political organisations and to incur political expenditure
5.	To re-elect Andrew Martin as a director				16. To authorise the directors to allot shares in the Company
6.	To re-elect Alistair Cox as a director				17. To authorise the directors to disapply pre-emption rights*
7.	To re-elect Paul Venables as a director				18. To authorise the Company to purchase its own shares*
8.	To re-elect Torsten Kreindl as a director				19. To authorise the calling of a general meeting with 14 clear days' notice*
9.	To re-elect Cheryl Millington as a director				20. To authorise the directors to adopt the Articles of Association*
	10. To re-elect Susan Murray as a director				21. To authorise the directors to approve the Performance Share Plan
	11. To re-elect MT Rainey as a director				*Special resolution
	Notes to help you complete this form can be found overleaf.
		of the shareholder as attorney.		Please mark this box if signing on behalf	Signature (See Note 4)
		Please mark this box if this proxy appointment is one of multiple appointments being made (see Note 2).			Date

IMPORTANT: The following notes relate to the Proxy Form for the AGM to be held on 10 November 2021.

Note 1:

You may appoint one or more proxies of your choice to exercise all or any of your rights to attend, speak and vote at the AGM provided that each proxy is appointed to exercise rights attached to a different share or shares held by you. The proxy must vote in accordance with your instructions. The Chairman of the AGM is willing to act as your proxy. If you wish to appoint a person other than the Chairman of the meeting as your proxy, please delete the words "the Chairman of the AGM" and add the name of the proxy you wish to appoint in the space provided. The proxy need not be a member of the Company (but must attend the meeting in person to represent you) and is entitled to vote on any other business which may properly come before the meeting. If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the name of the proxy, the number of shares in relation to which he or she is authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement.

Note 2:

To appoint more than one proxy, please use a separate Proxy Form for each appointment. Additional Proxy Forms can be obtained by contacting the Registrar, Equiniti, on 0371 384 2843 or, if dialling internationally, on +44 (0) 121 415 7047. The helpline is open Monday to Friday 8.30am to 5.30pm (excluding public holidays in England and Wales). Alternatively you can photocopy the enclosed Proxy Form the required number of times before completing it. When appointing more than one proxy you must indicate the number of shares in respect of which the proxy is appointed. Please also indicate by marking the box provided if the proxy is one of multiple appointments being made. Business Reply Plus Licence Number Hays plc 2016 Annual General Meeting UBS 5 Broadgate London EC2M 2QS Business Reply Plus Licence Number LOCATION MAP Hays plc 2016 Annual General Meeting UBS 5 Broadgate London EC2M 2QS

Note 3:

To direct your proxy how to vote on the resolutions, please mark the appropriate box with an "X". To abstain from voting on a resolution, select the relevant "vote withheld" box. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion.

Note 4:

To be valid, the Proxy Form must be signed. If necessary, someone else may sign the form on your behalf as your attorney. In the case of joint holders (i) only one need sign, and (ii) the vote of the senior holder who tenders a vote, whether in person or by proxy or (in the case of a corporation) by an authorised representative, will alone be counted. For this purpose seniority will be determined by the order in which the names appear in the Register of Members in respect of the joint holding. In the case of a corporation, the Proxy Form should be executed by a duly authorised officer or person or under its common seal or in any other manner authorised by its constitution.

Note 5:

Shareholders who wish to appoint a proxy or proxies electronically may do so through www.sharevote.co.uk where full instructions are provided. Shareholders will need the Voting ID, Task ID and Shareholder Reference Number as printed on their proxy form. Alternatively, if already registered with Equiniti's online portfolio service, Shareview, shareholders can appoint their proxy electronically by logging on to their portfolio at www.shareview.co.uk using their ID and password. Once logged in, click 'View' on the 'My Investments' page, click on the link to vote then follow the on-screen instructions.

Note 6:

CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. To be valid, the appropriate CREST message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instructions given to a previously appointed proxy, must be transmitted so as to be received by our agent (ID RA19) by no later than

12 noon on Monday 8 November 2021. See the notes to the Notice of Meeting for further information on proxy appointment through CREST.

Note 7:

The completion and return/submission of the Proxy Form will not preclude a registered member from attending, speaking and voting in person at the meeting. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.

Business Reply Plus Licence Number RTAK-GXGS-SLZA FTDTTDTFAADAAFDADDDFTTFTAATAAFTDFATD Business Reply Plus Licence Number RTAK-GXGS-SLZA FTDTTDTFAADAAFDADDDFTTFTAATAAFTDFATD Business Reply Plus Licence Number RTAK-GXGS-SLZA FTDTTDTFAADAAFDADDDFTTFTAATAAFTDFATD Business Reply Plus Licence Number RTAK-GXGS-SLZA FTDTTDTFAADAAFDADDDFTTFTAATAAFTDFATD

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