United Utilities Group PLC

Proxy Solicitation & Information Statement • Jun 21, 2022

Proxy form
+			+
Voting ID I/We hereby appoint the chairman of the meeting or: name of proxy	Task ID multiple number of proxies	3362-0075 shares	N Shareholder ref. no. (SRN)
to act as my/our proxy at the company's annual general meeting to be held at The Edwardian Manchester Radisson Hotel, Free Trade Hall, Peter Street, Manchester M2 5GP at 11.00 am on Friday 22 July 2022 and at any adjournment. Please refer to the notice of annual general meeting for the full text of the resolutions. This personalised proxy form is not transferable and should be disregarded if you have sold your shareholding. Resolutions 1 To receive the financial statements and the reports for the year ended 31 March 2022 2 To declare a final dividend of 29.0 pence per ordinary share 3 To approve the directors' remuneration report for the year ended 31 March 2022 4 To approve the directors' remuneration policy 5 To reappoint Sir David Higgins as a director 6 To reappoint Steve Mogford as a director 7 To reappoint Phil Aspin as a director E 8 To elect Louise Beardmore as a director 9 To elect Liam Butterworth as a director 10 To reappoint Kath Cates as a director 11 To reappoint Alison Goligher as a director P 12 To reappoint Paulette Rowe as a director 13 To reappoint Doug Webb as a director 14 To reappoint KPMG LLP as the auditor 15 To authorise the audit committee of the board to set the auditor's remuneration S 16 To approve the climate-related financial disclosures for 2022 17 To authorise the directors to allot shares 18 To disapply statutory pre-emption rights 19 To authorise specific power to disapply pre-emption rights 20 To authorise the company to make market purchases of its own shares 21 To approve the United Utilities Group PLC Long Term Plan 2022 22 To authorise the directors to call general meetings on not less than 14 clear days' notice	M I C	E For	Against Withheld
23 To authorise political donations and political expenditure Notice of availability The company's annual report and accounts for the financial year ended 31 March 2022 and the notice of

The results of the poll will be announced through a regulatory information service and will be made available on the company's website at

unitedutilities.com/corporate

Annual general meeting – United Utilities Group PLC, Friday 22 July 2022

Resolutions

1

2

3

4

5

6

7

8

9

10

11

12

13

To approve the directors' remuneration policy

To reappoint Sir David Higgins as a director

To reappoint Steve Mogford as a director

To reappoint Phil Aspin as a director

To elect Louise Beardmore as a director

To elect Liam Butterworth as a director

To reappoint Kath Cates as a director

To reappoint Alison Goligher as a director

To reappoint Paulette Rowe as a director

To reappoint Doug Webb as a director

To receive the financial statements and the reports

for the year ended 31 March 2022

To declare a final dividend of 29.0 pence per ordinary share

To approve the directors' remuneration report for the

year ended 31 March 2022

For

Against Withheld

Resolutions

14

15

16

17

18

19

To authorise the directors to allot shares

To disapply statutory pre-emption rights

To authorise specific power to disapply pre-emption rights

20To authorise the company to make market

purchases of its own shares

21

To approve the United Utilities Group PLC

Long Term Plan 2022

22

23

To authorise the directors to call general

meetings on not less than 14 clear days' notice

To authorise political donations and political expenditure

To reappoint KPMG LLP as the auditor

To authorise the audit committee of the board

to set the auditor's remuneration

To approve the climate-related financial disclosures for 2022

For

Against Withheld

annual general meeting are available to view or download from the investors section of the company's website at unitedutilities.com/corporate. The results of the poll will be announced through a regulatory information service and will be available on the company's website.

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• • Signature Date

Unities

Admission and Poll card

We are holding our annual general meeting on Friday 22 July 2022 at the The Edwardian Manchester Radisson Hotel, Free Trade Hall, Peter Street, Manchester M2 5GP. It will start at 11.00 am.

at the meeting. If you have appointed multiple proxies, you may give photocopies to your proxy holders. If you have appointed a proxy (other than the chairman of the meeting) please tick the box marked 'proxy' below and give it to your proxy to hand in when they arrive

Signature

. . . .Proxy

Resolutions

1 To receive the financial statements and the reports for the year ended 31 March 2022

• 2 To declare a final dividend of 29.0 pence per ordinary share
• 3 To approve the directors' remuneration report for the
• year ended 31 March 2022 4 To approve the directors' remuneration policy
• 5To reappoint Sir David Higgins as a director

• 6 To reappoint Steve Mogford as a director

• 7 To reappoint Phil Aspin as a director
• 8 To elect Louise Beardmore as a director
• 9 To elect Liam Butterworth as a director
• 10 To reappoint Kath Cates as a director
• 11 To reappoint Alison Goligher as a director12
• To reappoint Paulette Rowe as a director13To reappoint Doug Webb as a director

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Annual general meeting – United Utilities Group PLC, Friday 22 July 2022

Please hand the form in AT THE END OF THE MEETING.the resolutions. Please refer to the notice of annual general meeting for the full text of Resolutions For Against Withheld

Please mark the appropriate box 'for', 'against' or 'withheld' for each

and sign the form where indicated.

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The results of the poll will be announced through a regulatory information service and will be made available on the company's website at unitedutilities.com/corporate

+

Notice of availability

Proxy form

name multiple number of of proxy proxies shares

¹ To receive the financial statements and the reports for the year ended 31 March 2022 2 To declare a final dividend of 29.0 pence per ordinary share

³ To approve the directors' remuneration report for the year ended 31 March 2022 4 To approve the directors' remuneration policy 5 To reappoint Sir David Higgins as a director 6 To reappoint Steve Mogford as a director

15 To authorise the audit committee of the board to set the auditor's remuneration

22 To authorise the directors to call general meetings on not less than 14 clear days' notice

The company's annual report and accounts for the financial year ended 31 March 2022 and the notice of annual general meeting are available to view or download from the investors section of the company's website at unitedutilities.com/corporate. The results of the poll will be announced through a regulatory information service

16 To approve the climate-related financial disclosures for 2022

19 To authorise specific power to disapply pre-emption rights

23 To authorise political donations and political expenditure

20 To authorise the company to make market purchases of its own shares 21 To approve the United Utilities Group PLC Long Term Plan 2022

transferable and should be disregarded if you have sold your shareholding.

I/We hereby appoint the chairman of the meeting or:

To reappoint Phil Aspin as a director To elect Louise Beardmore as a director To elect Liam Butterworth as a director To reappoint Kath Cates as a director To reappoint Alison Goligher as a director To reappoint Paulette Rowe as a director To reappoint Doug Webb as a director To reappoint KPMG LLP as the auditor

17 To authorise the directors to allot shares 18 To disapply statutory pre-emption rights

and will be available on the company's website.

Voting ID Task ID Shareholder ref. no. (SRN)

to act as my/our proxy at the company's annual general meeting to be held at The Edwardian Manchester Radisson Hotel, Free Trade Hall, Peter Street, Manchester M2 5GP at 11.00 am on Friday 22 July 2022 and at any adjournment. Please refer to the notice of annual general meeting for the full text of the resolutions. This personalised proxy form is not

Resolutions For Against Withheld

Electronic communications

We're encouraging our shareholders to receive their shareholder information by email and via our website. Not only is this a quicker way for you to receive information, it helps us to be more sustainable by reducing paper and printing materials and lowering postage costs. Registering for electronic shareholder communications is very straightforward, and is done online via shareview.co.uk which is a website provided by our registrar, Equiniti.

Log on to shareview.co.uk and you can:

• Set up electronic shareholder communication;
• View your shareholdings;
• Update your address details if you change your address; and
• Get your dividends paid directly into your bank account.

You can view or download the full annual report and financial statements from unitedutilities.com/ corporate.

Please do not use any electronic address provided in this document to communicate with the company for any purposes other than those expressly stated.

Dividends paid direct to your bank account

Make life easy and have your dividends paid straight into your bank account

• The dividend goes directly into your bank account and is available straight away;
• No need to pay dividend cheques into your bank account;
• No risk of losing cheques in the post;
• No risk of having to replace spoiled or out-of-date cheques; and
• It's cost effective for your company.

To take advantage of this method of payment, please contact our registrar, Equiniti, via the contact details below, log on to shareview.co.uk or, alternatively, complete the dividend mandate form that you will receive with your next dividend cheque.

If you choose to have your dividend paid directly into your bank account you will receive one tax voucher each year. This will be issued with the interim dividend normally paid in February and will contain details of all the dividends paid in that tax year. If you would like to receive a tax voucher with each dividend payment, please contact our registrar, Equiniti.

Live broadcast – If you would like to attend electronically and watch the live broadcast of the meeting, this can be done by accessing the following AGM website: https://web.lumiagm.com/169-494-575

You will need your shareholder reference number (SRN), and PIN. Your PIN is the first two and last two digits of your SRN. Instructions can be found in the notice of meeting.

How to fill in the proxy form – Whether or not you can attend the annual general meeting, we recommend that you appoint the chairman of the meeting, or another person of your choice, as your proxy, to attend and vote you shares in accordance with your instructions. To appoint someone other than the chairman, you should cross out the words 'the chairman of the meeting' and write in the name and address of the person you want to appoint as your proxy. A proxy need not be a shareholder. A proxy is entitled to exercise all or any of a shareholder's rights to attend, speak and vote at the meeting

Voting less than your entitlement – Please enter in the box the number of shares you are authorising the proxy to vote. If left blank, your proxy will be deemed to be authorised in respect of your full entitlement.

Multiple proxies – If you want to appoint more than one proxy please tick the 'multiple proxies' box. Additional proxy forms may be obtained by contacting the company's registrar, Equiniti, on 0371 384 2041 or you may photocopy 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 and return all proxy forms in the same envelope to the address shown overleaf. (Lines are open 8.30 am to 5.30 pm, Monday to Friday excluding public holidays in England and Wales.) Overseas shareholders should contact Equiniti on +44 (0) 121 415 7048. SPECIMEN

Recording your votes – Please mark the appropriate box overleaf 'for', 'against' or 'withheld' for each resolution in black ink like this: x . Your proxy will have discretion to vote on any resolution where you have not given a specific instruction how to vote or on any other business which may properly come before the meeting. A 'withheld' vote is not a vote in law and will not be counted in the proportion of shares for or against any resolution.

Please sign and date the form, initial any alterations, tear it off and post it (postage paid).

Deadline for submission – To be valid, your proxy instructions must be received no later than 11.00 am on Wednesday 20 July 2022. Details of the resolutions are set out in the notice calling the meeting. You can submit your proxy instructions electronically at sharevote.co.uk. To do this, you will need your voting reference numbers (the three numbers quoted overleaf). CREST members can use the CREST electronic proxy voting service.

Voting by poll – Voting on all substantive resolutions will take place by poll. On a poll, holders of ordinary shares shall have one vote for every share held. If, having submitted a proxy form, you attend the meeting in person, a further poll card will need to be completed if you wish to change your voting instructions. The return of a completed proxy form will not prevent a shareholder attending the AGM and voting in person if they wish to do so. If the form is signed by someone else on your behalf, evidence of their authority to sign the form must be sent with the form. If you join the live broadcast of the meeting, you will be able to vote by following the instructions on screen, when the Chair has formally opened the voting.

Joint holders – In the case of joint holders, only one need sign the form. In the case of a corporation, the form must be signed as a deed or be appropriately signed by a duly authorised official or officials whose capacity should be stated. The appropriate power of attorney or other authority should be sent with the form.

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Licence Number

Business Reply Plus

Please detach and return proxy by post

Information

by accessing the following AGM website: https://web.lumiagm.com/169-494-575

left blank, your proxy will be deemed to be authorised in respect of your full entitlement.

and will not be counted in the proportion of shares for or against any resolution. Please sign and date the form, initial any alterations, tear it off and post it (postage paid).

overleaf). CREST members can use the CREST electronic proxy voting service.

appropriate power of attorney or other authority should be sent with the form.

Instructions can be found in the notice of meeting.

the meeting

ink like this:

Voting by poll

opened the voting. Joint holders

Multiple proxies

Voting less than your entitlement

Equiniti on +44 (0) 121 415 7048. Recording your votes

Deadline for submission

Live broadcast – If you would like to attend electronically and watch the live broadcast of the meeting, this can be done

You will need your shareholder reference number (SRN), and PIN. Your PIN is the first two and last two digits of your SRN.

How to fill in the proxy form – Whether or not you can attend the annual general meeting, we recommend that you appoint the chairman of the meeting, or another person of your choice, as your proxy, to attend and vote you shares in accordance with your instructions. To appoint someone other than the chairman, you should cross out the words 'the chairman of the meeting' and write in the name and address of the person you want to appoint as your proxy. A proxy need not be a shareholder. A proxy is entitled to exercise all or any of a shareholder's rights to attend, speak and vote at

forms may be obtained by contacting the company's registrar, Equiniti, on 0371 384 2041 or you may photocopy 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 and return all proxy forms in the same envelope to the address shown overleaf. (Lines are open 8.30 am to 5.30 pm, Monday to Friday excluding public holidays in England and Wales.) Overseas shareholders should contact

how to vote or on any other business which may properly come before the meeting. A 'withheld' vote is not a vote in law

20 July 2022. Details of the resolutions are set out in the notice calling the meeting. You can submit your proxy instructions electronically at sharevote.co.uk. To do this, you will need your voting reference numbers (the three numbers quoted

have one vote for every share held. If, having submitted a proxy form, you attend the meeting in person, a further poll card will need to be completed if you wish to change your voting instructions. The return of a completed proxy form will not prevent a shareholder attending the AGM and voting in person if they wish to do so. If the form is signed by someone else on your behalf, evidence of their authority to sign the form must be sent with the form. If you join the live broadcast of the meeting, you will be able to vote by following the instructions on screen, when the Chair has formally

signed as a deed or be appropriately signed by a duly authorised official or officials whose capacity should be stated. The

– Please enter in the box the number of shares you are authorising the proxy to vote. If

Dividends paid direct to your bank account Make life easy and have your dividends paid straight into

and is available straight away;

• No risk of losing cheques in the post;

• It's cost effective for your company.

receive with your next dividend cheque.

please contact our registrar, Equiniti.

• The dividend goes directly into your bank account

• No need to pay dividend cheques into your bank

• No risk of having to replace spoiled or out-of-date

To take advantage of this method of payment, please contact our registrar, Equiniti, via the contact details below, log on to shareview.co.uk or, alternatively, complete the dividend mandate form that you will

If you choose to have your dividend paid directly into your bank account you will receive one tax voucher each year. This will be issued with the interim dividend normally paid in February and will contain details of all the dividends paid in that tax year. If you would like to receive a tax voucher with each dividend payment,

your bank account

cheques; and

account;

– If you want to appoint more than one proxy please tick the 'multiple proxies' box. Additional proxy

– Please mark the appropriate box overleaf 'for', 'against' or 'withheld' for each resolution in black

– To be valid, your proxy instructions must be received no later than 11.00 am on Wednesday

x . Your proxy will have discretion to vote on any resolution where you have not given a specific instruction

– Voting on all substantive resolutions will take place by poll. On a poll, holders of ordinary shares shall

– In the case of joint holders, only one need sign the form. In the case of a corporation, the form must be

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