LondonMetric Property : AGM Form of Proxy

Form of Proxy

For use at the Annual General Meeting to be held on 12 July 2023 at 10.00 am at The Connaught, Carlos Place, Mayfair, London, W1K 2AL.

I/We

(in BLOCK CAPITALS)

of

being a member/members of the above named Company HEREBY APPOINT the Chair of the Meeting (see note 3 overleaf)

as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held on 12 July 2023 at 10.00 am, and at any adjournment thereof and in respect of the resolutions set out in the Notice of the Annual General Meeting to vote as indicated below.

Please tick here if this proxy appointment is one of multiple appointments being made 

For

Against

Vote Withheld

Discretionary

1. To receive the Annual Report and Accounts for the year ended 31 March 2023.

1. To approve the Annual Report on Remuneration in the form set out in the Annual Report and Accounts for the year ended 31 March 2023.
2. To approve the Directors' Remuneration Policy in the form set out in the Annual Report and Accounts for the year ended 31 March 2023.
3. To reappoint Deloitte LLP as auditor of the Company, to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.

5. To authorise the Directors to determine the remuneration of the auditor. 6. To approve the re-election of Andrew Jones as a Director.

7. To approve the re-election of Martin McGann as a Director.

8. To approve the re-election of Alistair Elliott as a Director.

9. To approve the re-election of James Dean as a Director.

10. To approve the re-election of Andrew Livingston as a Director.

11. To approve the re-election of Suzanne Avery as a Director.

12. To approve the re-election of Robert Fowlds as a Director.

13. To approve the re-election of Katerina Patmore as a Director.

14. To approve the election of Suzy Neubert as a Director.

15. To authorise the Directors, in accordance with Section 551 of the Companies Act 2006, to allot shares and equity securities in the Company.

16. To approve the rules of the LondonMetric Property Plc 2023 Long Term Incentive Plan. 17. To disapply Section 561 of the Companies Act 2006 in respect of allotments.

18. To disapply Section 561 of the Companies Act 2006 in respect of specified allotments.

1. To authorise the Company, in accordance with Section 701 of the Companies Act 2006, to make market purchases of ordinary shares in the Company.
2. To authorise the Company to call any general meeting (other than an Annual General Meeting) of the Company on notice of at least 14 clear days.

Signature:

Dated this

day of

2023.

Upon completion please return this Form of Proxy to the following address to arrive no later than 10.00 am on 10 July 2023: Link Group, Central Square, 29 Wellington Street, Leeds LS1 4DL.

Notes

1. A corporation must execute this form either under its common seal or under the hand of an officer or attorney duly authorised in writing.
2. This form enables you to instruct your proxy how to vote, whether on a show of hands or on a poll, on the resolutions to be proposed at the meeting. If you want your proxy to vote in a certain way on the resolutions specified please place an 'X' in the relevant boxes. If you select 'discretionary' or fail to select any of the given options your proxy can vote as he or she chooses or can decide not to vote at all. The proxy can also do this on any other resolution that is put to the meeting. The "Vote Withheld" option 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.
3. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as their proxy to exercise all or any of their rights to attend, speak and vote on their behalf at the meeting, provided each proxy is appointed to exercise rights in respect of different shares. The appointment of the Chair as proxy has been included for convenience. If you wish to appoint any other person or persons as proxy or proxies delete the words "the Chair of the Meeting" and add the name and address of the proxy or proxies appointed. If you do not delete such words and you purport to appoint a proxy or proxies, the Chair shall not be entitled to vote as proxy. If your proxy is being appointed in relation to less than your full voting entitlement, the number of shares in respect of which each such proxy is to vote must be specified. In the absence of any specific direction, a proxy shall be deemed to be entitled to vote in respect of all the shares in the relevant holding.
4. To appoint more than one proxy, additional forms may be obtained by contacting the Company's Registrar, Link Group, on 0371 664 0300. Calls are charged at the standard geographical rate and will vary by provider. If you are outside the United Kingdom, please call [phone]. Calls outside the United Kingdom will be charged at the applicable international rate. Link's offices are open between 9.00am to 5.30pm, Monday to Friday, excluding public holidays in England and Wales. The number of shares in respect of which each such proxy is to vote must be specified on the relevant form.
5. In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated and the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority will be determined by the order in which the names stand in the register of members in respect of the shares.
6. Returning the Form of Proxy will not prevent you from attending the meeting and voting in person.

1. (a) CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so by utilising the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting 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.
2. 1. In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear UK & Ireland's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or 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 RA10) by the latest time(s) for receipt of proxy appointments specified in the notice of meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST.
   2. 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.
   3. CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear UK & Ireland does not make available special procedures in CREST for any particular messages. 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(s), 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 service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
3. To be valid, this Proxy form and any power of attorney or authority under which it is signed (or a duly certified copy of such power or authority) must be returned and received by Link Group, Central Square, 29 Wellington Street, Leeds LS1 4DL no later than 10.00 am on 10 July 2023.