IG Group Holdings PLC

Proxy Solicitation & Information Statement • Sep 24, 2012

Attendance Card IG Group Holdings PLC - Annual General Meeting 2012

Notes to the Proxy Form

1. A vote withheld is not a vote in law and will not be counted in the calculation of the proportion of votes for and against a resolution.

2. 1. Only holders of ordinary shares or their duly appointed representatives are entitled to attend, speak and vote at the meeting. If you are unable to attend the meeting, you can appoint the Chairman or a proxy to exercise all or any of your rights to attend, speak and vote on your behalf. A proxy does not need to be a member of the Company but must attend the meeting to represent you. 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 the number of securities 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 in the case of a corporate shareholder, the full voting entitlement for each relevant designated account). Submission of a proxy appointment will not preclude you from attending and voting at the meeting.
3. 1. To appoint more than one proxy, either photocopy the Proxy Form or contact Capita Registrars on 0871 664 0300 (calls cost 10p per minute plus network extras, lines are open 8.30 a.m. to 5.30 p.m. Monday to Friday). If calling from outside the UK, please dial +44 20 8639 3399. Please indicate in the box next to the proxy holder's name, the number of shares in relation to which you authorise them to act as your proxy. Please also indicate by marking the box on the Proxy Form if the proxy instruction is one of multiple instructions being given.
4. 1. To be valid this form must be duly signed and received by Capita Registrars no later than 10.30 a.m. on Tuesday 16 October 2012. Only the fi rst named joint holder need sign the form. If the holder is a corporation, the Form must show the company's common seal, or be signed on its behalf by an attorney or offi cer stating their capacity (eg director or secretary). Any power of attorney or any other authority under which this Proxy Form is signed (or a duly certifi ed copy of such power or authority) must be included with the Proxy Form.
5. 1. You may wish to submit your voting instructions electronically at www.capitashareportal.com. To vote online you will need to log in to your share portal account or register for the share portal if you have not already done so. To register for the share portal you will need your investor code set out below. Once registered, you will immediately be able to vote.
6. 1. If the Proxy Form is posted in the UK or the Channel Islands, there is no postage to pay. If you wish to use an envelope, please address it to Capita Registrars, FREEPOST RSBH-UXKS-LRBC, PXS, 34 Beckenham Road, Beckenham, BR3 4TU. If the form is posted outside of the UK, you should return it in an envelope using the address above. You will need to pay postage from overseas.

FORM OF PROXY IG Group Holdings PLC – ANNUAL GENERAL MEETING 2012

Bar Code:	Investor Code:			Event Code:
I/We the undersigned, being a member of the Company hereby appoint the Chairman of the meeting or
Name of Proxy					Number of shares proxy appointed over
as my/our proxy, to attend, speak and vote on my/our behalf at the AGM of the Company to be held at 10.30 a.m. on Thursday 18 October 2012 and at any adjournment thereof. The proxy will vote at their discretion, or abstain from voting on any resolution listed below, if no instruction is given regarding that resolution and on any other business transacted at the meeting, including amendments to resolutions.
Please mark "X" here if this appointment is one of multiple appointments being made.
Please mark "X" to indicate how you wish to vote Ordinary Resolutions	For	Against	Withheld Vote

• 1. To receive the accounts for the year ended 31 May 2012 and accompanying reports.
• 1. To approve the Directors' Remuneration Report.
• 1. To declare a fi nal dividend of 16.75 pence per share.
• 1. To re-elect Jonathan Davie as a Director.
• 1. To re-elect Peter Hetherington as a Director.
• 1. To re-elect Christopher Hill as a Director.
• 1. To re-elect Stephen Hill as a Director.
• 1. To re-elect Timothy Howkins as a Director.
• 1. To re-elect Martin Jackson as a Director.
• 1. To re-elect Roger Yates as a Director.

Signature of execution Date

• 1. To re-appoint PriceWaterhouseCoopers LLP as auditors of the Company.
• 1. To authorise the Audit Committee to determine the auditors' remuneration.
• 1. To authorise the Directors to allot shares pursuant to section 551 of the Act.

Special Resolutions

• 1. To disapply statutory pre-emption rights pursuant to section 570 of the Act.
• 1. To renew the Company's authority to make market purchases of its own shares.
• 1. That a general meeting (other than an AGM) may be called on not less than 14 clear days' notice.

By order of the Board

For Against Vote Withheld

Kindly note: This form is issued only to the addressee(s) and is specifi c to the class of security and the unique designated account printed hereon. The personalised form is not transferable between diff erent (i) account holders; (ii) classes of security; or (iii) uniquely designated accounts. The Company and Capita Registrars accept no liability for any instructions that does not comply with these conditions.

The annual general meeting (the "AGM") of IG Group Holdings plc (the "Company") will be held at the Company's offi ces located at Cannon Bridge House, 25 Dowgate Hill, London, EC4R 2YA on Thursday 18 October 2012, at 10.30am.

If you plan to attend the AGM please bring this card with you. It shows that you are entitled to attend and vote at the AGM and will speed up your admission to the meeting.

Signature of person attending

Bar Code:

Investor Code:

NOTICE OF AVAILABILITY – NOTICE OF AGM AND ANNUAL REPORT

You can now access the 2012 Annual Report and Notice of AGM by visiting our website: www.iggroup.com

IG Group Holdings PLC

Annual General Meeting 2012

IG Group Holdings plc Cannon Bridge House, 25 Dowgate Hill, London, EC4R 2YA

Business Reply Licence Number RSBH-UXKS-LRBC

PXS 34 Beckenham Road BECKENHAM BR3 4TU