*00000101010000*

MR A SAMPLE

  • DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA

All Correspondence to:

Computershare Investor Services PLC

The Pavilions, Bridgwater Road,

Bristol, BS99 6ZY

000001

Form of Proxy - Annual General Meeting to be held on 8 July 2021

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 6 July 2021 at 11.00 am.

Explanatory Notes:

  1. As explained in the Notice of Meeting, the Board recommends that shareholders do not attend the AGM this year due to the ongoing need to protect public safety. If however, despite this recommendation, you do intend to attend the AGM in person, please register your intention to attend as soon as possible in advance of the AGM by emailing irelations@petsathome.co.uk to allow for appropriate arrangements to be made. To ensure that your vote counts, shareholders should only appoint the Chairman of the AGM to act as their proxy.
  2. Notwithstanding the recommendation in note 1, 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 Chairman, 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).
  3. 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.
  4. 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 close of business on the day which is two 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.
  5. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
  6. 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 707 1690 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
  7. Any alterations made to this form should be initialled.

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

  1. SAMPLE Designation>

Additional Holder 1

Additional Holder 2

Additional Holder 3

Additional Holder 4

171822_198091_MAIL/000001/000001/SG601/i

Form of Proxy

Shareholders are recommended not to attend the AGM in person. To ensure your vote is counted, shareholders should only appoint the Chairman of the AGM as their proxy.

*



C0000000000

I/We hereby appoint the Chairman 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

held at the office of Pets at Home, Chester House, Stanley Green

Trading Estate, Handforth, Cheshire, SK9 3RN on 8 July

meeting.

  • For the appointment of more than one proxy, please refer to Explanatory
    Please mark here to indicate that this proxy appointment

Ordinary Resolutions

For

  1. To receive the Company's audited financial statements for the financial year ended 25 March 2021.
  2. To approve the Directors' remuneration report for the year ended 25 March 2021.
  3. To declare a final dividend recommended by the Directors of 5.5 pence per ordinary share for the year ended 25 March 2021.

4A. To re-elect Peter Pritchard as a Director of the Company.

4B. To re-elect Mike Iddon as a Director of the Company.

4C. To re-elect Dennis Millard as a Director of the Company.

4D. To re-elect Sharon Flood as a Director of the Company.

4E. To re-elect Stanislas Laurent as a Director of the Company.

4F. To re-elect Susan Dawson as a Director of the Company.

4G. To re-elect Ian Burke as a Director of the Company.

being made.

Please use a black pen. Mark with an X

inside the box as shown in this example.

Vote

For

Against Withheld

elect Zarin Patel as Director of the

.

-appoint KPMG LLP as auditor of the Company.

7. To authorise the Directors to set the fees paid to the auditor of the Company.

8. Authority to allot shares.

9. Authority to make political donations and expenditure.

Special Resolutions

10. Partial disapplication of pre-emption rights.

11. Additional partial disapplication of pre-emption rights.

12. Authority to purchase own shares.

13. That a general meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice

I/We instruct my/our proxy as indicated on this form. Unless

he or she sees fit or abstain in relation to any business of the meeting.

Signature

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).

H 7 7 7

1 5

P E T

Attachments

  • Original document
  • Permalink

Disclaimer

Pets at Home Group plc published this content on 09 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 June 2021 10:44:03 UTC.