Vanquis Banking Group (formerly: Provident Financial Plc)

AGM Information • Mar 25, 2011

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should seek your own advice from a stockbroker, solicitor, accountant, or other financial adviser who, if you are taking advice in the United Kingdom, is duly authorised under the Financial Services and Markets Act 2000 or an appropriately authorised independent financial adviser if you are in a territory outside the United Kingdom.

If you have sold or otherwise transferred all of your ordinary shares in Provident Financial plc, please pass this document together with the accompanying documents to the purchaser or transferee, or to the person who arranged the sale or transfer so they can pass these documents to the person who now holds the shares.

NOTICE OF ANNUAL GENERAL MEETING 2011 OF PROVIDENT FINANCIAL plc

Notice of the Annual General Meeting of Provident Financial plc to be held at the offices of Provident Financial plc, No. 1 Godwin Street, Bradford, West Yorkshire BD1 2SU on Wednesday 4 May 2011 at 10.30am is set out on pages 3 to 7 of this document.

Whether or not you propose to attend the Annual General Meeting, please complete and submit a proxy appointment form in accordance with the Notes to the Notice of the Annual General Meeting set out on pages 6 and 7. The proxy appointment form must be received at the address for delivery specified in the Notes by 10.30am on Monday 2 May 2011.

Provident Financial plc

(incorporated and registered in England and Wales under number 668987)

Registered Office:

No. 1 Godwin Street Bradford West Yorkshire BD1 2SU

25 March 2011

To shareholders

Notice of Annual General Meeting

Dear Shareholder,

I am pleased to be writing to you with details of our Annual General Meeting ("AGM") which we are delighted to be holding at our new offices at No. 1 Godwin Street, Bradford, West Yorkshire BD1 2SU on Wednesday 4 May 2011 at 10.30am. Directions and a map of how to get to our new offices are set out on the reverse of the enclosed proxy card. This year, as there will be no lunch, I have arranged for light refreshments to be available on arrival and I look forward to welcoming you to our new offices.

Full details of the resolutions that will be put to shareholders are set out in the formal Notice of Annual General Meeting which is set out on pages 3 to 7 of this document. Explanatory Notes to the business to be considered are set out in Appendix I on pages 8 to 10.

Amongst the resolutions proposed this year, I would like to draw your attention specifically to the following:

Final Dividend

Shareholders are being asked to approve a final dividend of 38.1p per ordinary share for the year ended 31 December 2010. If shareholders approve the recommended final dividend, this will be paid on 21 June 2011 to all ordinary shareholders who were on the register of members at the close of business on 13 May 2011.

Recommendation

The directors consider that all the resolutions to be put to the meeting are in the best interests of the Company and its shareholders as a whole. Your board will be voting in favour of them and unanimously recommends that shareholders do so as well.

Action to be taken

If you would like to vote on the resolutions but cannot come to the AGM, please complete and submit a proxy appointment form in accordance with the Notes to the Notice of the Annual General Meeting set out on pages 6 to 7. The proxy appointment form must be received at the delivery address specified in the Notes by 10.30am on Monday 2 May 2011.

Yours faithfully

John van Kuffeler

Chairman

Provident Financial plc

NOTICE OF ANNUAL GENERAL MEETING

The fifty-first annual general meeting of Provident Financial plc will be held at No. 1 Godwin Street, Bradford, West Yorkshire BD1 2SU on Wednesday 4 May 2011 at 10.30am. Shareholders will be asked to consider and pass the resolutions below. Resolutions 15 to 17 (inclusive) will be proposed as special resolutions. All other resolutions will be proposed as ordinary resolutions.

Ordinary resolutions

• 1. That the directors' and auditors' reports and the audited financial statements of the Company for the year ended 31 December 2010 be adopted.
• 1. That the directors' remuneration report for the year ended 31 December 2010 be approved.
• 1. That a final dividend of 38.1p per share on the ordinary shares of 208 ⁄11p each in respect of the year ended 31 December 2010 be declared and paid on 21 June 2011 to the holders of such ordinary shares on the register of members of the Company at the close of business on 13 May 2011.
• 1. That John van Kuffeler be reappointed as a director of the Company.
• 1. That Robert Anderson be reappointed as a director of the Company.
• 1. That Peter Crook be reappointed as a director of the Company.
• 1. That Andrew Fisher be reappointed as a director of the Company.
• 1. That Christopher Gillespie be reappointed as a director of the Company.
• 1. That Robert Hough be reappointed as a director of the Company.
• 1. That Manjit Wolstenholme be reappointed as a director of the Company.
• 1. That PricewaterhouseCoopers LLP be reappointed as auditors of the Company.
• 1. That the directors be authorised to determine the auditors' remuneration.
• 1. That, from the date of this resolution until the earlier of 3 November 2012 and the conclusion of the Company's next annual general meeting, the Company and all companies that are its subsidiaries at any time during such period are authorised to:
• (a) make political donations to political parties and/or independent election candidates;
• (b) make political donations to political organisations other than political parties; and
• (c) incur political expenditure;

up to an aggregate total amount of £50,000, with the amount authorised for each of heads (a) to (c) above being limited to the same total. Any such amounts may comprise sums paid or incurred in one or more currencies. Any sum paid or incurred in a currency other than sterling shall be converted into sterling at such a rate as the board may decide is appropriate. Terms used in this resolution have, where applicable, the meanings they have in Part 14 of the Companies Act 2006 on "Control of political donations and expenditure".

1. That the directors are generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 to exercise all the powers of the Company to allot shares in the Company and to grant rights to subscribe for or to convert any security into such shares ("Allotment Rights"), but so that:

2. (a) the maximum amount of shares that may be allotted or made the subject of Allotment Rights under this authority are shares with an aggregate nominal value of £9,366,491;

3. (b) this authority shall expire on 3 November 2012 or, if earlier, on the conclusion of the Company's next annual general meeting;
4. (c) the Company may make any offer or agreement before such expiry which would or might require shares to be allotted or Allotment Rights to be granted after such expiry; and
5. (d) all authorities vested in the directors on the date of the Notice of this meeting to allot shares or to grant Allotment Rights, or to allot equity securities (as defined in the Companies Act 2006), that remain unexercised at the commencement of this meeting are revoked.

Special resolutions

• 1. That the Company be generally and unconditionally authorised, for the purposes of section 701 of the Companies Act 2006, to make one or more market purchases (as defined in section 693(4) of the Companies Act 2006) of its own ordinary shares of 208 ⁄11p each ("ordinary shares"), such power to be limited:
• (a) to a maximum aggregate number of 13,693,701 ordinary shares; and
• (b) by the condition that the minimum price which may be paid for an ordinary share is the nominal value of that share and that the maximum price which may be paid for an ordinary share is the highest of:

(i) an amount equal to 5% above the average market value of an ordinary share, based on the London Stock Exchange Daily Official List, for the five business days immediately preceding the day on which that ordinary share is contracted to be purchased; and

(ii) the higher of the price of the last independent trade and the highest current independent bid on the London Stock Exchange at the time that the purchase is carried out,

in each case, exclusive of expenses;

such power to expire on 3 November 2012 or, if earlier, on the conclusion of the next annual general meeting; but in each case so that the Company may, before such expiry, enter into a contract to purchase ordinary shares which will or may be completed or executed wholly or partly after the power ends and the Company may purchase ordinary shares pursuant to any such contract as if the power had not ended.

• 1. That the directors be empowered to allot equity securities (as defined in the Companies Act 2006) for cash pursuant to the authority conferred by Resolution 14, as set out in the Notice of this meeting, and to sell ordinary shares held by the Company as treasury shares for cash as if section 561 of the Companies Act 2006 did not apply to such allotment or sale, such power to be limited to:
• (a) the allotment of equity securities and sale of treasury shares for cash in connection with an offer of, or an invitation to apply for, equity securities (whether by way of rights issue, open offer or otherwise):

(i) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and

(ii) to holders of other equity securities, as required by the rights of those securities or, as the board otherwise considers it necessary,

subject to any limits, restrictions or arrangements which the board considers necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter; and

(b) any other allotment of equity securities up to an aggregate nominal amount of £1,419,165,

such power to expire when the authority conferred on the directors by Resolution 14 in the Notice of this meeting expires save that, before the expiry of this power, the Company may make offers, and enter into agreements, which would, or might, require equity securities to be allotted (and treasury shares to be sold) after the power ends and the board may allot equity securities (and sell treasury shares) under any such offer or agreements as if the power had not ended.

1. That a general meeting, other than an annual general meeting, may be called on not less than 14 clear days' notice.

By order of the board

Registered Office: No. 1 Godwin Street Bradford West Yorkshire BD1 2SU

Kenneth J Mullen General Counsel and Company Secretary 25 March 2011

Registered in England and Wales No. 668987

Notes

• 1. Members who are entitled to attend and vote at the meeting are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting. A shareholder may appoint more than one proxy in relation to the Annual General Meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder.
• 1. The right of a member to vote at the meeting will be determined by reference to the register of members. To be entitled to attend and vote at the Annual General Meeting, shareholders must be registered in the register of members of the Company at 10.30am on Monday 2 May 2011 (or, in the event of any adjournment, on the date which is two days before the time of the adjourned meeting).
• 1. A member wishing to attend and vote at the meeting in person should arrive prior to the time fixed for its commencement. A member that is a corporation can only attend and vote at the meeting in person through one or more representatives appointed in accordance with section 323 of the Companies Act 2006. Any such representative should bring to the meeting written evidence of his/her appointment, such as a certified copy of a board resolution of, or a letter from, the corporation concerned confirming the appointment. Any member wishing to vote at the meeting without attending in person or (in the case of a corporation) through its duly appointed representative must appoint a proxy to do so.
• 1. A proxy form which may be used to make such appointment and give proxy instructions accompanies this Notice. If you do not have a proxy form and believe that you should have one, or if you require additional forms, please contact Capita Registrars on 0870 664 0300 (calls cost 10p per minute plus network extras, lines are open 8.30am-5.30pm Mon-Fri). To be valid, a proxy form must be completed in accordance with the instructions that accompany it and delivered (together with any power of attorney or other authority under which it is signed, or a certified copy of such item) to Capita Registrars, PXS, 34 Beckenham Road, Beckenham, Kent BR3 4TU so as to be received by 10.30am on Monday 2 May 2011. Alternatively, a member may appoint a proxy online by following the instructions for the electronic appointment of a proxy at www.capitaregistrars.com/shareholders. To be a valid proxy appointment, the member's electronic message confirming the details of the appointment completed in accordance with those instructions must be transmitted so as to be received by the same time. Members who hold their shares in uncertificated form may also use the CREST voting service to appoint a proxy electronically, as explained below. Appointing a proxy will not prevent a member from attending and voting in person at the meeting should he/she so wish.
• 1. Any person to whom this Notice is sent who is a person nominated under section 146 of the Companies Act 2006 to enjoy information rights (a "Nominated Person") may, under an agreement between him/her and the member by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Annual General Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the member as to the exercise of voting rights. The statement of the rights of members in relation to the appointment of proxies in note 1 above does not apply to Nominated Persons. The rights described in note 1 can only be exercised by members of the Company.
• 1. As at 23 March 2011 (being the latest practicable date prior to the publication of this document) the Company's total issued equity share capital consisted of 136,937,017 ordinary shares, carrying one vote each. Therefore, the total voting rights in the Company as at 23 March 2011 was 136,937,017.
• 1. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.
• 1. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear UK & Ireland Limited's specifications, and must contain the information required for such instruction, as described in the CREST Manual (available via www.euroclear.com/ CREST). The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent (ID RA 10) by 10.30am on Monday 2 May 2011.

For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.

• 1. CREST members and, where applicable, their CREST sponsors, or voting service providers, should note that Euroclear UK & Ireland Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting service provider, to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
• 1. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 1. Under section 527 of the Companies Act 2006 members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the auditor's report and the conduct of the audit) that are to be laid before the Annual General Meeting; or (ii) any circumstance connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with section 437 of the Companies Act 2006. The Company may not require the shareholders requesting any such website publication to pay its expenses in complying with sections 527 or 528 of the Companies Act 2006. Where the Company is required to place a statement on a website under section 527 of the Companies Act 2006, it must forward the statement to the Company's auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the Annual General Meeting includes any statement that the Company has been required under section 527 of the Companies Act 2006 to publish on a website.
• 1. Any member attending the meeting has the right to ask questions. The Company must cause to be answered any such question relating to the business being dealt with at the meeting but no such answer need be given if (a) to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information, (b) the answer has already been given on a website in the form of an answer to a question, or (c) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.
• 1. Information relating to the meeting which the Company is required by the Companies Act 2006 to publish on a website in advance of the meeting can be found at www.providentfinancial.com. A member may not use any electronic address provided by the Company in this document or with any proxy appointment form or in any website for communicating with the Company for any purpose in relation to the meeting other than as expressly stated in it.

Resolutions

The following notes give an explanation of the proposed resolutions.

Resolutions 1 to 14 (inclusive) are proposed as ordinary resolutions. An ordinary resolution will be passed at a meeting on a show of hands if it is passed by a simple majority of (i) the members who (being entitled to do so) vote in person on the resolution and (ii) the persons who vote on the resolution as duly appointed proxies of members entitled to vote.

Resolutions 15 to 17 (inclusive) are proposed as special resolutions. A special resolution will be passed at a meeting on a show of hands if it is passed by a majority of not less than 75% of (i) the members who (being entitled to do so) vote in person on the resolution and (ii) the persons who vote on the resolution as duly appointed proxies of members entitled to vote.

Resolution 1: Directors' and auditors' reports and financial statements

The directors' and auditors' reports and the audited financial statements of the Company for the year ended 31 December 2010 (the "annual report") have been made available to shareholders and will be presented at the AGM. The annual report may also be accessed on the Company's website at www.providentfinancial.com.

Resolution 2: Directors' remuneration report

The directors' remuneration report is contained in the annual report. It may also be accessed on the Company's website at www.providentfinancial.com.

Resolution 3: Dividend

Shareholders are being asked to approve the final dividend for each ordinary share. However, the final dividend cannot be more than the amount which the directors recommend (which is 38.1p for each ordinary share). Under the articles of association of the Company the directors can pay interim dividends (these are dividend payments made during the year). The final dividend proposed in this resolution is in addition to the interim dividend of 25.4p for each ordinary share which was paid on 30 November 2010.

Resolutions 4 to 10: Reappointment of directors

The articles of association of the Company state that each director who held office at the time of the two preceding annual general meetings and who did not retire at either of them, should retire from office and may offer himself for reappointment. Furthermore, each director must offer himself for reappointment annually once he has served for nine years or more. However, the Company intends to comply with the requirement of the UK Corporate Governance Code and therefore all directors will be subject to annual reappointment with effect from this year's AGM. There is information about the directors and the board committees on which they sit in Appendix II on pages 11 and 12 of this document.

In accordance with the UK Corporate Governance Code, it is confirmed that a formal performance evaluation has been carried out and that each of these directors continues to be an effective member of the board and to demonstrate commitment to the role.

Resolutions 11 & 12: Reappointment and remuneration of auditors

The Company is obliged by law to appoint auditors annually. The audit committee considered the reappointment of PricewaterhouseCoopers LLP at its meeting on 28 February 2011 and recommended this to the board. Resolution 12 authorises the directors to set the auditors' remuneration.

Resolution 13: Authority to make political donations

This resolution renews the resolution that was passed at the 2010 AGM and seeks approval from shareholders to enable the Company to make donations or incur expenditure which it would otherwise be prohibited from making or incurring by the Companies Act 2006.

Amongst other things, the Companies Act 2006 prohibits companies and their subsidiaries from making political donations or incurring political expenditure in excess of an aggregate of £5,000 in relation to a political party or other political organisation or an independent election candidate in the 12 month period following the date of their first AGM after the new legislation came into effect (and in each succeeding 12 month period), unless such donations and expenditure have been approved in advance by the Company's shareholders.

The Company and its subsidiaries do not currently make donations to political parties and do not intend to do so in the future. However, the Companies Act 2006 contains wide definitions of "political donation", "political organisation", "political expenditure" and "political party" and, as a result, it is possible that the Company and its subsidiaries may be prohibited from supporting bodies which it is in the shareholders' interests for the Company to support; for example, bodies concerned with policy review or law reform, with the representation of the business community or sections of it or special interest groups. If this resolution is passed the Company and its subsidiaries will be authorised to make donations and incur expenditure which might otherwise be prohibited by the legislation, up to a limit of, in aggregate, £50,000. The directors consider that the authority is necessary to provide the Company with comfort that it will not, because of uncertainties as to the scope and interpretation of the legislation, unintentionally commit a technical breach of it. It will also allow the Company and its subsidiaries to provide financial and other support to organisations which it is in shareholders' interests for the Company to support.

As permitted under the Companies Act 2006, the resolution extends not only to the Company but also covers all companies which are subsidiaries of the Company at any time the authority is in place.

Resolution 14: Authority to allot shares

The directors are currently authorised to allot relevant securities (which include ordinary shares and preference shares) of the Company. Although their authorisation does not expire until 7 May 2013, in accordance with best practice the directors are seeking the annual renewal of the allotment authority.

This resolution would give the directors the authority to allot ordinary shares or grant rights to subscribe for or convert any securities into ordinary shares up to an aggregate nominal value equal to £9,366,491 (representing 45,189,215 ordinary shares). This represents approximately 33% of the total issued equity share capital as at 23 March 2011 (being the latest practicable date prior to the publication of this document). The renewed authority will remain in force until 3 November 2012 or, if earlier, the conclusion of the Company's next annual general meeting. As at 23 March 2011, the Company did not hold any treasury shares.

The directors have no present intention of exercising this authority. The purpose of giving the directors this authority is to maintain the Company's flexibility to take advantage of any appropriate opportunities that may arise.

Resolution 15: Authority for the Company to purchase its own shares

This resolution renews the resolution that was passed at the 2010 AGM giving the Company authority to purchase its own shares in the market up to a maximum of approximately 10% of the total issued equity share capital of the Company. No shares were purchased pursuant to that authority. The resolution sets out the maximum number of shares which may be purchased, which is approximately 10% of the total issued equity share capital of the Company as at 23 March 2011, the highest and lowest prices which may be paid and the date when this authority runs out. If any shares are purchased, they will be either cancelled or held in treasury. Any such decision will be made by the directors at the time of purchase on the basis of shareholders' best interests. If the directors decide to hold such shares as treasury shares, any subsequent issue of these treasury shares for the purposes of equity-based incentive schemes will be treated as being included in the 10% anti-dilution limit in those schemes.

The directors are committed to managing the capital of the Company effectively. Any purchases would be made only if to do so would result in an increase in earnings per share of the Company and would be in the best interests of the Company and of shareholders generally. Earnings per share is the profit after tax of the Company divided by the weighted average number of shares in issue during the year. The directors have no present intention of making purchases of the Company's shares pursuant to this authority.

As at 23 March 2011 there were options outstanding over 1,460,339 ordinary shares in the capital of the Company which represents 1.07% of the Company's total issued equity share capital as at that date. If the authority to purchase the Company's ordinary shares was exercised in full, these options would represent 1.18% of the Company's total issued equity share capital. As at 23 March 2011 (being the latest practicable date prior to the publication of this Notice) the Company did not hold any treasury shares.

Resolution 16: Power to allot shares for cash

This resolution seeks to renew the directors power to allot equity securities for cash and to sell treasury shares other than to existing holders of ordinary shares in proportion to their holdings. Equity securities are ordinary shares in the Company (but do not include shares which are allotted under employee share schemes). This power is limited to an offer of equity securities by way of a rights issue or an open offer or similar procedure under which a Company offers existing shareholders the chance to acquire new shares. The number of shares they can acquire depends on the number of shares they already own. This is one way by which companies can raise extra capital. However, the rules in some countries make it difficult to include shareholders in those countries in such offers. The power given by this resolution means that the directors can make separate arrangements for those shareholders. The directors may also make separate arrangements for any fractions of shares which are left over.

In addition, this power allows the directors to issue ordinary shares for cash or sell treasury shares for cash without first having to offer the shares to existing shareholders, up to a maximum of 6,846,850 shares. This is approximately 5% of the total issued equity share capital of the Company on 23 March 2011 (being the latest practicable date prior to the publication of this document).

All authorities previously conferred in relation to this power will be revoked, provided that such revocation does not have retrospective effect.

The Association of British Insurers have issued guidelines recommending that a company should not issue shares for cash (without first offering them to existing shareholders) in any one year in excess of 5% of the total issued equity share capital of the Company as shown in its last accounts and in excess of an aggregate of 7.5% in any rolling period of three years. It is the Company's intention to comply with these guidelines.

Resolution 17: Notice for general meeting

Resolution 14 passed at the 2010 AGM gave the Company authority to call general meetings (other than annual general meetings) on 14 clear days' notice. This approval is sought as a result of the Shareholders' Rights Regulations 2009 which came into effect on 3 August 2009 and have the effect of requiring a minimum notice period for general meetings of 21 days, unless shareholder approval is given to reduce this to 14 days. Shareholders are asked to renew this authority, which will be effective until the Company's next annual general meeting, when it is intended that a similar resolution will be proposed.

The shorter notice period would not be used as a matter of routine for general meetings, but only where the flexibility is merited by the business of the meeting and is thought to be to the advantage of shareholders as a whole.

APPENDIX II

BIOGRAPHICAL DETAILS OF THE DIRECTORS STANDING FOR REAPPOINTMENT

John van Kuffeler, Non-executive Chairman Age 62

Appointed to the board: October 1991

Committee membership: Chairman of the Nomination Committee

Background and experience: Joined Provident Financial in 1991 as Chief Executive and was appointed Executive Chairman in 1997. He became non-executive Chairman in 2002.

External appointments: Non-executive Chairman of Hyperion Insurance Group Limited and Chairman of Marlin Capital Europe Limited.

Rob Anderson, Independent non-executive Director Age 52

Appointed to the board: March 2009

Committee membership: Chairman of the Risk Advisory Committee and member of the Audit Committee, Nomination Committee and Remuneration Committee

Background and experience: Spent 19 years at Marks and Spencer, latterly as Director of the childrenswear business unit. Joined Signet Group plc in 2000 and was appointed Chief Executive of Signet Jewelers Limited's UK division in 2002.

External appointments: Chief Executive of Signet Jewelers Limited's UK division.

Peter Crook, Chief Executive Age 47 Appointed to the board: March 2006

Committee membership: Member of the Nomination Committee and Executive Committee

Background and experience: Held a number of different roles within Halifax plc between 1990 and 1997. Moved to Barclays plc and became UK Managing Director of Barclaycard in 2000 and Managing Director of UK Consumer Finance in 2004. Joined Provident Financial in September 2005 as Managing Director of the Consumer Credit Division and was appointed to the board in March 2006. He became Chief Executive in July 2007.

External appointments: None

Andrew Fisher, Finance Director Age 53

Appointed to the board: May 2006

Committee membership: Member of the Risk Advisory Committee and Executive Committee

Background and experience: Finance Director at Premier Farnell plc for 11 years and previously a partner at Price Waterhouse. Joined Provident Financial as Finance Director and was appointed to the board in May 2006.

External appointments: None

Chris Gillespie, Managing Director, Consumer Credit Division Age 48

Appointed to the board: July 2007

Committee membership: Member of the Executive Committee

Background and experience: Held a number of senior positions at Barclays after joining in 1979, including Director of Consumer Lending from 2000 to 2002. Moved to HFC Bank as group Director before joining Bradford & Bingley in 2005 as group lending Director. Joined Provident Financial in May 2007 as Managing Director of the Consumer Credit Division and was appointed to the board in July 2007.

External appointments: None

Robert Hough, Senior independent non-executive Director Age 65

Appointed to the board: February 2007

Committee membership: Chairman of the Remuneration Committee and member of the Audit Committee, Nomination Committee and Risk Advisory Committee

Background and experience: Executive Deputy Chairman of Peel Holdings p.l.c. for 15 years until 2002 and previously Chairman of Cheshire Building Society.

External appointments: Chairman of the North West Development Agency, non-executive Director of Peel Holdings (Management) Limited and non-executive Director of Styles & Wood plc.

Manjit Wolstenholme, Independent non-executive Director Age 46

Appointed to the board: July 2007

Committee membership: Chair of the Audit Committee and member of the Nomination Committee, Remuneration Committee and Risk Advisory Committee

Background and experience: Spent 13 years with Dresdner Kleinwort, latterly as co-head of investment banking. She was a partner at Gleacher Shacklock from 2004 to 2006.

External appointments: Chair of Albany Investment Trust and a nonexecutive Director of Capital and Regional plc and Future plc.

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