Kier : Proxy form

Notice of availability - Kier Group plc 2023 Annual General Meeting (the 'AGM' or the 'Meeting')

The 2023 Annual Report and Accounts of Kier Group plc and the Notice of AGM are available online at www.kier.co.uk. Details of the resolutions to be proposed at the AGM are set out on pages 3 to 6 of the Notice of AGM. Lodging your vote You can submit your voting instructions in the following ways: - electronically using www.sharevote.co.uk. You will need your Voting ID, Task ID and Shareholder Reference Number to submit your vote - if you have a registered Shareview Portfolio, you can log in to vote at www.shareview.co.uk using your unique credentials and click on the link to vote - by completing the Form of Proxy and returning it to our registrars using the Freepost address on the back of the Form of Proxy. If you are posting outside the UK, please return the completed Form of Proxy in an envelope with the correct postage to Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA, United Kingdom - via the CREST electronic proxy appointment service (for CREST members) - for institutional investors, via the Proxymity platform at www.proxymity.io. To be valid, your completed form of proxy or online instruction must have been received by 10.00 a.m. on Tuesday, 14 November 2023. The Company Secretariat remain available to shareholders for any questions related to the AGM via [e-mail].

Form of Proxy - Kier Group plc

2023 Annual General Meeting (the 'AGM' or the 'Meeting')

The Kier Group plc AGM will be held at 10.00 a.m. on Thursday, 16 November 2023 at Linklaters LLP, One Silk Street, London EC2Y 8HQ. Registration will commence at 9.30 a.m.

Please refer to the Notice of AGM (which contains the full text of the resolutions and explanatory notes) for guidance on how to complete the Form of Proxy. The Notice of AGM is available online at www.kier.co.uk.

You may vote or provide your voting instructions to the Chairman of the AGM at www.sharevote.co.uk instead of using this form. You will need your Shareholder Reference Number, Voting ID and Task ID (provided below) to vote electronically. To be valid, all voting instructions must be received by our registrar, Equiniti, no later than 10.00 a.m. on Tuesday, 14 November 2023.

Voting ID:	Task ID:	Shareholder Reference Number:
I/We hereby appoint the Chairman of the meeting or the following person
Name of proxy		No. of shares (if less than your full shareholding)

as my/our proxy, to exercise all or any of my/our rights to attend, speak and vote on my/our behalf at the Annual General Meeting of Kier Group plc to be held at 10.00 a.m. on Thursday, 16 November 2023 at Linklaters LLP, One Silk Street, London EC2Y 8HQ and at any adjournment thereof.

Please indicate below by inserting 'X' in the appropriate box the way in which your proxy is to vote. If you do not do so, your proxy can vote as they choose or can decide not to vote at all. The 'withheld' option is provided to enable you to instruct your proxy not to vote on any particular resolution. It should be noted that a vote withheld in this way 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.

Ordinary resolutions

For

Against

Witheld

Ordinary resolutions

For

Against

Witheld

1

To receive the Annual Report and

13

To authorise the Risk Management and

Accounts for the year ended 30 June 2023

Audit Committee to agree the remuneration

2

To approve the Directors' remuneration

of the auditor

14

To authorise political donations

policy

3

To approve the Annual Report on

15

To renew the Directors' authority

Remuneration for the year ended

30 June 2023

to allot shares

4

To re-elect Mr MJ Lester as a Director

Special resolutions

5

To re-elect Mr AOB Davies as a Director

16

To renew the Directors' authority to

disapply pre-emption rights (general)

card - plc General Meeting 'Meeting')

1. To re-elect Mr SJ Kesterton as a Director
2. To re-elect Mr JR Atkinson as a Director
3. To re-elect Ms AJ Atkinson as a Director
4. To re-elect Ms MC Browne OBE as a Director
5. To elect Ms MG Hassall as a Director
6. To re-elect Mr CG Watson as a Director
7. To re-appoint PricewaterhouseCoopers LLP as the auditor

1. To renew the Directors' authority to disapply pre-emption rights (acquisition or specified capital investment)
2. To authorise the Company to make market purchases of the Company's ordinary shares of 1p each
3. To approve the cancellation of the Company's share premium account
4. To approve the cancellation of the Company's capital redemption reserve
5. To allow meetings other than annual general meetings to be called on not less than 14 clear days' notice

Attendance Kier Group 2023 Annual (the 'AGM' or the

Signature	Date
(see note 1)

Shareholders should send this Form of Proxy to the Company's Registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Notes

1. This Form of Proxy must be signed and dated by the appointer or his/her attorney duly authorised in writing or, if the appointer is a corporation, it must be executed under its common seal or be signed by an officer or attorney duly authorised by the corporation.
2. Any alterations made to this Form of Proxy should be initialled.

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Freepost RTHJ-CLLL-KBKU

Equiniti

Aspect House

Spencer Road

Lancing

BN99 8LU