Mitie Group PLC — Proxy Solicitation & Information Statement 2023

Jun 23, 2023

Mitie Group plc - Annual General Meeting 2023 - Form of Proxy

You may appoint a proxy at www.signalshares.com instead of using this form.

(Name(s))
(Address)
(Address)
(Address)
(Address)
(Address)

For guidance on how to complete this Form of Proxy or for any further information on the resolutions put forward please refer to the Notice of Meeting on the Company's website.

I/We being (a) member/members hereby appoint the Chairman of the meeting/the following person:

Name of proxy (if not the Chairman of the meeting):

Number of ordinary shares appointed over: (if less than your full voting entitlement)

as my/our proxy, to attend, speak and vote on my/our behalf at the Meeting of the Company and at any adjournment thereof. Please indicate below how you would like your proxy to vote on your behalf on the resolutions.

Please put an 'X' in the box opposite if this proxy appointment is one of multiple appointments being
made:

Resolutions:	For	Against	Withheld
To receive the annual report and accounts for the year ended 1 31 March 2023
To approve the Directors' remuneration report (excluding the 2 Directors' remuneration policy) for the year ended 31 March 2023
To declare a final dividend for the year ended 31 March 2023 of 3 2.2p per ordinary share
4 Re-election of Non-Executive Chairman - Derek Mapp
5 Re-election of Chief Executive - Phil Bentley
6 Re-election of Chief Financial Officer - Simon Kirkpatrick
7 Re-election of Independent Non-Executive Director - Jennifer Duvalier
Re-election of Independent Non-Executive Director - Mary Reilly 8
Re-election of Independent Non-Executive Director - Roger 9 Yates
10 Re-election of Independent Non-Executive Director - Chet Patel

	For	Against	Withheld
Re-election of Independent Non-Executive Director - Salma 11 Shah
12 To re-appoint BDO LLP as auditor of Mitie
To authorise the Audit Committee to determine the 13 remuneration of the auditor
14 To make political donations not exceeding £50,000 in total
To authorise the directors to allot shares in Mitie up to 10% of 15 the issued share capital of Mitie (excluding treasury shares)
16 Authority to purchase own shares of up to 10% of the issued share capital of Mitie (excluding treasury shares)
17 That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice
Signature:______	Date:____

Please send this Form of Proxy to PXS 1, Link Group, Central Square, 29 Wellington Street, Leeds, LS1 4DL. Shareholders outside the United Kingdom should send this Form of Proxy to Link Group, PXS 1, Link Group, Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom.