River UK Micro Cap Ltd — AGM Information 2018

Jan 29, 2018

RIVER & MERCANTILE UK MICRO CAP INVESTMENT COMPANY LIMITED

ANNUAL GENERAL MEETING – FORM OF PROXY

I/We, (name in full) (see note 1) ________________________________________________________________

of (address in full) ____________________________________________________________________________

being (a) member(s) of River & Mercantile UK Micro Cap Investment Company Limited, hereby appoint the Chairman of the meeting or the Secretary or (note 2 and 4)

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as my/our proxy to vote for me/us on my/our behalf at the Annual General Meeting of the Company, to be held at 9:30 GMT on 27 February 2018, on the following Resolutions to be submitted to the meeting, and at any adjournment thereof.

Please indicate with an “ ✖ ” (note 3) in the appropriate spaces how you wish your votes to be cast. Unless otherwise instructed, the proxy will vote as he thinks fit or abstain.

Ordinary Resolutions	For	Against	Withheld
1.To receive and consider the Annual Report and Audited ConsolidatedFinancial Statements for the year ended 30 September 2017, togetherwith the Reports of the Directors and Auditors therein
2.To receive and ratify the Remuneration Report in the Annual Reportand Audited Financial Statements for the year ended 30 September2017
3.THAT Mr Andrew Chapman be re-elected as a Director
4.THAT Mr Ian Burns be re-elected as a Director
5.THAT Mrs Trudi Clark be re-elected as a Director
6.THAT Mr Mark Hodgson be re-elected as a Director
7.THAT the Directors be authorised to approve the reappointment ofPricewaterhouseCoopers CI LLP as auditors of the Company and toauthorise the Directors to determine the remuneration of the auditors
Special Business – Ordinary Resolution
8.THAT, the Company be, and is hereby authorised, to make marketpurchases of shares in the Company
Special Business – Special Resolution
9.To dis-apply pre-emption rights

Signed :__________________

Name in Capitals :_______________________

Date: ____________________

Notes:

1. In the case of a joint holding the signature of any holder is sufficient but the vote of the senior holder who tenders a vote (whether in person or by proxy) shall be accepted to the exclusion of the other joint holders; for this purpose seniority shall be determined by the order in which the names stand in the register of members.

2. If you wish to appoint a proxy other than the Chairman/Secretary you should delete the words “the Chairman of the Annual General Meeting or Secretary”, insert the name and address of your appointee in the space provided and initial the amendment. A proxy need not be a member of the Company.

3. Please indicate by marking “ ✖ ” in the appropriate space how you wish your votes to be cast. Unless so instructed by you, the proxy will vote for or against each resolution or abstain from voting as he/she thinks fit.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or if the appointor is a corporation either under the common seal or under the hand of an officer or attorney so authorised and need not be witnessed.

5. Shares held in uncertificated form (i.e. in CREST) may be voted through the CREST Proxy Voting Service in accordance with the procedures set out in the CREST manual.

6. Shareholders wishing to vote online should visit www.signalshares.com and follow the instructions.

Upon completion please return this Form of Proxy to the following address to arrive no later than 9:30 GMT on 23 February 2018 being 48 hours before the scheduled start of the Annual General Meeting:

FREEPOST, PXS, 34 Beckenham Road, BR3 9ZA

This is all you need to write on the envelope and no further address details are required. Please note that delivery using this service can take up to 5 business days.