Airtel Africa : Proxy Form

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All Correspondence to:

Computershare Investor Services PLC

The Pavilions, Bridgwater Road,

Bristol, BS99 6ZY

If you would prefer to participate online in the AGM, please visit: meetnow.global/AIRTELAGM2024. For further information on online participation, please refer to the enclosed documents.

Form of Proxy - Annual General Meeting to be held on 3 July 2024 at 11.00 am (UK time)

Cast your Proxy online...It's fast, easy and secure! www.investorcentre.co.uk/eproxy

Control Number:

SRN:

You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN shown	PIN:
opposite and agree to certain terms and conditions.

View the Notice of Meeting and Annual Report online: https://airtel.africa/#/pages/investors

Register at www.investorcentre.co.uk - elect for electronic communications & manage your shareholding online!

To be effective, all proxy appointments must be lodged with the Company's Registrars at:

Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 1 July 2024 by 11.00 am (UK time).

Explanatory Notes:

1. The Company is inviting shareholders to attend and participate in the AGM in person or electronically. Details on how to join the meeting can be found in the Notice of Meeting. To attend the meeting electronically, you will need the Meeting ID meetnow.global/AIRTELAGM2024 and your unique SRN and PIN which can be found on your Form of Proxy. If you return your Form of Proxy and intend to join the hybrid meeting online, please make a note of these numbers. Please also refer to the Notice of Meeting for instructions on how a proxy or corporate representative can join the meeting.
2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 703 0027 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
3. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as his proxy to exercise all or any of his rights, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chair of the meeting, please insert the name of your chosen proxy holder in the space provided (see reverse). 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 (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If returned without an indication as to how the proxy shall vote on any particular matter, the proxy will exercise his discretion as to whether, and if so how, he votes (or if this proxy form has been issued in respect of a designated account for a shareholder, the proxy will exercise his discretion as to whether, and if so how, he votes).

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.
2. 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 6.30 pm (UK time), on the day which is two business days before the day of the 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.
3. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via a designated voting platform, any such messages must be received by the issuer's agent prior to the specified deadline within the relevant system. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the relevant designated voting platform) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent via a designated voting platform in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
4. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0370 703 0027 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
5. Any alterations made to this form should be initialled.
6. The completion and return of this form will not preclude a member from attending the meeting and voting in person or online.

Kindly Note: This form is issued only to the addressee(s) and is specific to the unique designated account printed hereon. This personalised form is not transferable between different: (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any instruction that does not comply with these conditions.

Form of Proxy

Please complete this box only if you wish to appoint a third party proxy other than the Chair of the meeting. Please leave this box blank if you want to select the Chair. Do not insert your own name(s).

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I/We hereby appoint the Chair of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Airtel Africa plc to be held at First Floor, 53/54 Grosvenor Street, London, United Kingdom, W1K 3HU and electronically via the Computershare platform on 3 July 2024 at 11.00 am (UK time), and at any adjourned meeting.

* For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).

Please use a black pen. Mark with an X

Please mark here to indicate that this proxy appointment is one of multiple appointments being made.

inside the box as shown in this example.

Vote

Vote

Ordinary Resolutions

For

Against Withheld

For

Against Withheld

1.

To receive the accounts and the reports of the directors

12.

To re-elect Ravi Rajagopal as a director.

and the auditor for the year ended 31 March 2024.

2.

To approve the directors' remuneration report in the form

13.

To re-elect Akhil Gupta as a director.

set out in the Company's annual report and accounts for

the year ended 31 March 2024.

3.

To declare a final dividend for the year ended 31 March

14.

To re-elect Shravin Bharti Mittal as a director.

2024 of US$0.0357 each ordinary share in the capital of

the Company.

4.

To re-elect Sunil Bharti Mittal as a director.

15.

To reappoint Deloitte LLP as auditor of the Company to

hold office until the conclusion of the next general meeting

of the Company at which the accounts and reports of the

directors and auditor are laid.

5.

To elect Sunil Taldar as a director.

16.

To authorise the Audit and Risk Committee of the Board

to determine the remuneration of the auditor.

6.

To re-elect Jaideep Paul as a director.

17.

To authorise the Company and any subsidiary of the

Company to make political donations and incur political

expenditure.

7.

To re-elect Andrew Green as a director.

18.

THAT the directors be and they are hereby generally and

unconditionally authorised in accordance with section 551

of the Companies Act 2006 to allot shares in the

Company.

Special Resolutions

8.

To elect Paul Arkwright as a director.

19.

THAT the directors be and they are hereby authorised

pursuant to section 570 and section 573 of the Companies

Act 2006 to disapply pre-emption rights over certain

allotments of shares.

9.

To re-elect Awuneba Ajumogobia as a director.

20.

THAT the directors be and they are hereby authorised

pursuant to section 570 and section 573 of the Companies

Act 2006 to disapply pre-emption rights over certain

allotments of shares.

10.

To re-elect Tsega Gebreyes as a director.

21.

THAT a general meeting, other than an annual general

meeting, may be called on not less than 14 clear days'

notice.

11.

To re-elect Annika Poutiainen as a director.

I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.

Signature

Date

In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).

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