Man Group PLC — AGM Information 2020

Mar 11, 2020

If you plan to attend the AGM, please detach along the perforation and post to the address overleaf

Please detach along the perforation and present on entry to the AGM to facilitate admission

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Form of Proxy 2020 Annual General Meeting (‘AGM’)

Shareholder Reference

Voting ID Task ID

In order to be effective your Form of Proxy must be received by our Registrars by no later than 10.00am on 29 April 2020 (Note 2).

If you prefer, you may submit your Form of Proxy electronically at www.sharevote.co.uk quoting the above numbers (Note 1). Registrars by no later than 10.00am on 29 April 2020 (Note 2). I/we the undersigned being a shareholder(s) of Man Group plc (‘the Company’) hereby appoint (Note 3) No of Shares (Note 3)

or failing him/her the Chairman of the Meeting as my/our proxy to vote for me/us and on my/our behalf at the AGM of the Company to be held on Friday 1 May 2020 and at any adjournment thereof and in respect of the Resolutions set out in the Notice of AGM to vote as indicated below.

Please indicate your vote by marking the appropriate boxes in black ink like this . Please note that a ‘Vote Withheld’ is not a vote in law so will not be included in any calculation of votes cast (Note 5).

Resolution	Resolution	For	Against	Vote	Resolution	For	Against	Vote
			Withheld				Withheld
1 2	Receive the Annual Report and fnancial statements Approve the Directors’ Remuneration Report				14 Reappoint Deloitte LLP as auditor 15 Determine the remuneration of the auditor
3	Declare a fnal dividend				16 Authorise political donations and expenditure
4	Reappoint Dame Katharine Barker				17 Authorise the directors to allot
	as a director				shares
5	Reappoint Richard Berliand as				18 Authorise the directors to allot
	a director				shares for cash other than on a
6	Reappoint Zoe Cruz as a director				pro-rata basis to existing shareholders†
					19 Authorise the directors to allot
7	Reappoint John Cryan				shares for cash other than on a
	as a director				pro-rata basis to existing
					shareholders in relation to
8 9	Reappoint Luke Ellis as a director Appoint Cecelia Kurzman as a director				acquisitions and specifed capital investments† 20 Authorise the Company to
10	Reappoint Mark Jones as a director				purchase its own shares† 21 Amendment to the Articles of
11	Reappoint Dev Sanyal as a director				Association† 22 Authorise the directors to call
12	Appoint Lucinda Bell as a director of the Company				general meetings on 14 clear days’ notice†
13	Appoint Anne Wade as a director

†Special Resolution.

Please sign here (Notes 6 and 7)

0874-110-S

Please mark this box if signing on behalf of the shareholder as Attorney, Receiver or Third Party.

Date

This Form should not be used for any comments, change of address or other queries. Please send a separate communication to our Registrars.

2019 ANNUAL REPORT AND NOTICE OF 2020 AGM

You can now access the Man Group plc Annual Report for the year ended 31 December 2019 and the Notice of our 2020 Annual General Meeting (AGM) at www.man.com/investor-relations.

The AGM will be held at 10.00am on Friday 1 May 2020 at Riverbank House, 2 Swan Lane, London EC4R 3AD.

You can send us your proxy vote by completing and returning the Form of Proxy attached or by voting online at www.sharevote.co.uk.

Notes on completing the Form of Proxy

• 1 A shareholder may if they wish register a proxy appointment online via the Equiniti website www.sharevote.co.uk subject to the terms and conditions shown on the website. Alternatively, shareholders registered with www.shareview.co.uk can log on and vote through that service. Please note that any electronic communication found to contain a computer virus will not be accepted.

• 2 To be effective, the Form of Proxy attached or your online voting instruction must be sent to Equiniti to be received no later than 10.00am on 29 April 2020. If you wish, you may return the Form of Proxy in an envelope addressed to Equiniti, FREEPOST RTHJ-CLLLKBKU, Aspect House, Spencer Road, Lancing, Worthing, West Sussex BN99 8LU.

• 3 A shareholder may appoint a proxy of his or her choice to attend, speak and vote at the AGM on their behalf. Please leave this box blank if you wish to appoint the Chairman as your proxy. If you wish to appoint someone else, please enter their name in the box. A proxy need not be a shareholder but must be able to attend the meeting in order to represent you. If you are appointing a proxy in relation to part of your shareholding only, please enter the number of shares in respect of which your proxy is authorised to vote in the box next to the proxy’s name. If this box is left blank, the proxy will be authorised to vote in respect of all your shares.

• 4 To appoint more than one proxy, please obtain the appropriate number of additional Forms from the Company’s Registrars, Equiniti, or photocopy this Form. In the case of multiple Forms, please specify the number of shares in respect of which each proxy can vote, as instructed in Note 3 above. Multiple Forms should be returned to Equiniti in an envelope at the FREEPOST address detailed in Note 2.

• 5 Please indicate with an X in the boxes For/Against/Vote Withheld how you wish your proxy to vote on each of the resolutions. If no indication is given, your proxy will have discretion to vote or abstain on those and on all other resolutions or amendments thereto that may be voted on at the meeting.

• 6 In the case of joint holders, the Form of Proxy must be signed by the first named holder of the shares.

• 7 In the case of a corporation, the Form of Proxy must be completed either under seal or signed by a duly authorised officer or attorney.

• 8 CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service should read Note 6 to the Notice of AGM.

• 9 Completion and return of the Form of Proxy or sending an online voting instruction will not prevent a shareholder from attending and voting in person at the meeting if the shareholder so wishes. Any votes validly given at the meeting will override, if different, previous proxy votes given.

• 10 Any amendment or alteration made to the Form of Proxy should be initialled by the person signing it.

2020

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Business Reply Plus
Licence Number
RTAR–CLKS–YLGU

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Equiniti
Aspect House
Spencer Road
LANCING
BN99 8GL

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