PageGroup PLC — AGM Information 2021

Apr 20, 2021

PAGEGROUP PLC AGM Proxy Card

To be held on 3 June 2021 at 9.30am at Page House, 1 Dashwood Lang Road, The Bourne Business Park, Addlestone, Weybridge, Surrey KT15 2QW.

IMPORTANT – PLEASE READ CAREFULLY NOTICE OF AVAILABILITY

For the Annual Report and Accounts for the year ended 31 December 2020 and the Notice of the Annual General Meeting for 2021.

You can access the Annual Report and Accounts for the year ended 31 December 2020 and the Notice of the Annual General Meeting for 2021 by visiting the Company's website at www.page.com.

Event Code:

You may appoint the chairman of the meeting as your proxy to vote on your behalf at the AGM. Doing so will ensure that your vote is counted, in particular if there remain restrictions on public gatherings at the time of the AGM.

In the event you wish to appoint a proxy, please complete the Form of Proxy below and return it to Link Group at 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL. A pre-addressed envelope has been provided for this purpose.

PAGEGROUP PLC
Form of Proxy – AGM

Bar Code:

I/We the undersigned being a member of the Company and entitled to vote at the Annual General Meeting hereby appoint the chairman of the Meeting or (see note 1)

* Account Name:

Name of

Proxy

"

As my/our proxy to attend and vote in respect of my/our voting entitlement on my/our behalf at the Annual General Meeting to be held on 3 June 2021 at 9.30am at Page House, 1 Dashwood Lang Road, The Bourne Business Park, Addlestone, Weybridge, Surrey KT15 2QW and at any adjournment thereof. I/We desire my/our said proxy:-

No. of Shares

1. To vote on the resolutions set out in the Notice of Meeting in the manner indicated by an 'X' in the appropriate spaces.

2. To vote or abstain from voting on other resolutions (including amendments to any resolution) which may be properly moved at the Meeting and at any adjournment thereof as they think fit.

* Please indicate the number of shares in respect of this proxy appointment.

Resolution	For	Against	Vote	Withheld Resolution	For Against	Vote Withheld
1. To receive the Directors' and Auditor's Reports and Statement of Accounts				11. To elect Ben Stevens as a Director of the Company
2. To approve the Directors' Remuneration Report				12. To reappoint Ernst & Young LLP as the External Auditor of the Compan
3. To re-elect David Lowden as a Director of the Company				13. To authorise the Audit Committee to determine the remuneration of the Auditor
4. To re-elect Simon Boddie as a Director of the Company				14. To authorise the Directors to allot shares pursuant to s551 of the Companies Act 2006
5. To re-elect Patrick De Smedt as a Director of the Company				15. To grant authority to the Company and its subsidiaries to make political donations
6. To re-elect Steve Ingham as a Director of the Company				in accordance with s366 and s367 of the Companies Act 2006
7. To re-elect Kelvin Stagg as a Director of the Company				16. To disapply pre-emption rights
8. To re-elect Michelle Healy as a Director of the Company				17. To authorise the Company to purchase its own shares
9. To re-elect Sylvia Metayer as a Director of the Company				18. To authorise the Company to call general meetings on not less than 14 clear days' notice
10. To re-elect Angela Seymour-Jackson as a Director of the Company				19. To adopt new Articles of Association for the Company

Explanatory Notes to the Form of Proxy:

• 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as their proxy to exercise all or any of their rights, to attend, speak and vote on their behalf at the Meeting. If you wish to appoint a person other than the chairman of the meeting, please insert the name of your chosen proxy holder in the space provided. 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 shares 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 if this form of proxy has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account). You may appoint the chairman of the meeting as your proxy to vote on your behalf at the AGM. Doing so will ensure that your vote is counted, in particular if there remain restrictions on public gatherings at the time of the AGM.
• 1. Shareholders can vote online at www.signalshares.com by logging in with your username or password and following the instructions. If you have forgotten your username or password you can request a reminder via www.signalshares.com. If you have not previously registered, you will need your Investor Code, which can be found on your share certificate.
• 1. To appoint more than one proxy, (an) additional form(s) of proxy may be obtained by photocopying this form. Please indicate in the box next to the proxy holder's name the number of shares in relation to which they are authorised to act as your proxy. All forms of proxy must be signed and should be returned together in the same envelope.
• 1. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the Meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at 8.00pm on the day which is two days before the day of the Meeting or adjourned meeting. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the Meeting.
• 1. In respect of CREST voting, please refer to notes 5 and 6 of the Notes to the Notice of Meeting.
• 1. Your address as detailed overleaf is that as appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on UK 0371 664 0300 (calls are charged at the standard geographical rate and will vary by provider), overseas +44 (0) 371 664 0300 (calls charged at applicable international rates) to request a change of address form. Lines are open Monday to Friday, 9.00am to 5.30pm, excluding public holidays in England and Wales.
• 1. The completion and return of this form of proxy will not preclude a member from attending the meeting and voting in person.
• 1. The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution, however, it should be noted that 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. A biography of each of the Directors and details of their contribution can be found on pages 61 to 65 of the Annual Report and Accounts. Please indicate with an 'X' in the spaces overleaf how you wish to vote at the Meeting. When no 'X' is inserted the proxy will at their discretion vote as they think fit or abstain from voting.
• 1. In order to be valid an appointment must be received not less than 48 hours before the time of the meeting.
• 1. In the event you wish to appoint a proxy, please complete the Form of Proxy and return it to Link Group at 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL. A pre-addressed envelope has been provided for this purpose.