FORM OF PROXY

Trustpilot Group plc - 2023 Annual General Meeting

Voting ID

Task ID

Shareholder Reference Number

Please read the notes overleaf before completing this form.

I/We, being a member of Trustpilot Group plc (the "Company"), hereby appoint the chair of the meeting or the following person (see Note 2) as my/our proxy to exercise all or any of my/our rights to attend, speak and vote in respect of my/our voting entitlement on my/our behalf at the Annual General Meeting of the Company (the "AGM") to be held at 2.00 p.m. on Tuesday, 23 May 2023 at 5th Floor, The Minster Building, 21 Mincing Lane, London EC3R 7AG, United Kingdom and at any adjournment thereof.

Please leave this box blank if you have selected the chair of the meeting. Do not insert your own name(s).

Please tick here if this proxy appointment is

Please indicate the number of shares this

proxy is appointed over (if less than your full

one of multiple appointments being made.*

voting entitlement).

For the appointment of more than one proxy, see Note 4.

Please indicate how you wish your proxy to vote in relation to the resolutions to be proposed at the AGM (the "Resolutions") by marking the appropriate boxes with an 'X'.

Annual General Meeting

Vote

Resolutions

For Against Withheld

1 To receive the accounts and the reports of the directors and the auditors for the year ended 31 December 2022

2 To approve the directors' remuneration report

3 To elect Zillah Byng-Thorne

4 To re-elect Mohammed Anjarwala

5 To re-elect Hanno Damm

6 To re-elect Claire Davenport

7 To re-elect Joe Hurd

8 To re-elect Ben Johnson

9 To re-elect Rachel Kentleton

10 To re-elect Peter Holten Mühlmann

11 To re-elect Angela Seymour-Jackson

12 To re-appoint PricewaterhouseCoopers LLP as auditors

  • Special Resolution

Vote

Resolutions

For Against Withheld

13 To authorise the audit committee to determine the remuneration of the auditors

14 To authorise the directors to allot shares

15 To disapply pre-emption rights*

  1. To disapply pre-emptions rights in connection with the financing or refinancing of an acquisition or capital investment*
  2. To authorise the Company to purchase its own shares*
  3. To authorise the Company and its

subsidiaries to make political donations and incur political expenditure

19 To authorise the Company to call general meetings on not less than 14 clear days' notice*

Trustpilot Group plc -

Attendance card

If you fail to select any of the given options, the proxy is authorised to vote (or abstain from voting) at their discretion on the Resolutions. The proxy is also authorised to vote (or abstain from voting) on any other business which may properly come before the meeting. The "Vote Withheld" option is to enable you to abstain on any of the Resolutions. Please note that a "Vote Withheld" has no legal effect and will not be counted in the votes "For" and "Against" a Resolution.

Signature

Date

Freepost RTHJ-CLLL Equiniti Aspect House Spencer Road Lancing BN99 8LU

AAATDFAADAADAFDDDATTDADTDDFAFADFFADF

-KBKU

NOTES

  1. The resolutions which will be proposed at the AGM (the "Resolutions") are summarised in this Form of Proxy and are set out in full, along with explanatory notes, in the Notice of AGM.
  2. A member may appoint a proxy or proxies (who need not be a member of the Company) to exercise all or any of their rights to attend, speak and vote at the meeting. Shareholders are strongly encouraged to appoint the chair of the meeting (the "Chair") as their proxy and also to register any questions in advance. If you wish to appoint a proxy other than the Chair, delete the words "the chair of the meeting or" and insert the name of your proxy in the space provided. Please initial the amendment (unless you are completing an online version).
  3. 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 the number of shares in relation to which they are authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this Form of Proxy has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
  4. A member can appoint more than one proxy in relation to the AGM, provided that each proxy is appointed to exercise the rights attaching to different shares held by such member. To appoint more than one proxy you must complete
    a separate form of proxy for each proxy unless you are appointing your proxies electronically in which case, please refer to the detailed instructions in the Notice of AGM. Additional proxy forms may be obtained by contacting the Company's registrars or you may photocopy this Form of Proxy. Please indicate in the box next to the proxy holder's name the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and, if returned by post, should be included in the same envelope.
  5. The proxy must attend the meeting to represent you. The completion of a form of proxy does not preclude the member from attending or voting at the AGM.
  6. Please indicate how you wish your proxy to vote on the Resolutions by inserting 'X' in the appropriate space. If you fail to select any of the given options, the proxy is authorised to vote (or abstain from voting) at their discretion on each of the Resolutions. Any alteration made to this Form of Proxy should be initialled by the person signing it.
  7. In the case of a corporation, the proxy must be under its common seal (if any) or the hand of its duly authorised agent or officer. In the case of an individual, the proxy must be signed by the appointor or their agent, duly authorised in writing.
  8. In the case of joint holders, the signature of only one of the joint holders is required but, if more than one votes, the vote of the joint holder whose name appears first on the register of members in respect of the joint holding will be accepted to the exclusion of the votes of the other joint holders.
  9. In order to be valid this Form of Proxy must be returned (together with any authority under which it is executed or a certified copy of the authority) in hard copy form by post, by courier or by hand to the Company's registrar, Equiniti, at Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA United Kingdom. Alternatively, you may appoint a proxy online by following the procedures set out in notes 8 to 12 to the Notice of AGM. In each case, the appointment of proxy must be received by the Company not less than 48 hours before the time of the AGM (i.e., prior to 2.00 p.m. on Friday, 19 May 2023).
  10. To change your proxy instructions, you may return a new proxy appointment using the methods set out in notes 8 to 12 to the Notice of AGM. Where you have appointed a proxy using this Form of Proxy and would like to change the instructions using another hard copy form of proxy, please contact Equiniti:
    • by telephone on +44 (0)371 384 2030; or
    • in writing at Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA United Kingdom.

The deadline for receipt of proxy appointments (see note 9 above) also applies in relation to amended instructions. Any attempt to terminate or amend a proxy appointment received after the relevant deadline will be disregarded. Where two (or more) valid appointments of proxy are received in respect of the same share(s) in relation to the same meeting, the one which is last sent shall be treated as replacing and revoking the other (or others) as regards the relevant share(s). If the Company is unable to determine which appointment of proxy is last sent, the one which is last received shall be so treated. If the Company is unable to determine which appointment was last sent or received, none of them shall be treated as valid in respect of the relevant share(s).

  1. You may not use any electronic address provided in this Form of Proxy to communicate with the Company for any purposes other than those expressly stated.
  2. Please note that the Company takes all reasonable precautions to ensure no viruses are present in any electronic communication it sends out but the Company cannot accept responsibility for loss or damage arising from the opening or use of any email or attachments from the Company and recommends that the shareholders subject all messages to virus checking procedures prior to use. Any electronic communication received by the Company, including the lodgement of an electronic proxy form, that is found to contain any virus will not be accepted.

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Trustpilot Group plc published this content on 19 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 April 2023 15:39:05 UTC.