PCG Entertainment : EGM Proxy Form

PCG ENTERTAINMENT PLC

(the "Company")

(Company Number: 107915) Proxy Form for the General Meeting

I/We

(full name)

(address)

a Member of PCG Entertainment plc hereby appoint the Chairman of the meeting

Or failing him/her

(full name)

(address)

as my/our proxy to vote for me/us and on my/our behalf at the General Meeting of the Company to be held on the 15th day of Janua 2018 at Suite 16, Watergardens 5, Waterport Wharf, Gibraltar at 10.00 a.m. (CET), and at any adjournment thereof.

I/We direct my/our proxy to vote as follows in respect of the Resolution as to be proposed at the Meeting as indicated hereunder. If no specific direction as to voting is given or in the event of any item arising but not summarised below, my/our proxy may vote or abstain from voting at his/her discretion.

1.

THAT the Memorandum and Articles of Association be amended as explained in the circular published by the Company.

2. THAT a share capital reorganisation be effected as explained in a circular published by the Company.

*If you wish to exercise all your votes "For" or "Against" please indicate with an "X" within the box provided. Alternatively, please indicate the number of votes as appropriate.

Dated this theday of

201

Signature/Common Seal of Member

NOTES:

• 1. Please indicate how you wish to vote by marking an X opposite to the resolution.

• 2. A proxy need not be a member of the Company.

• 3. If this form is signed and returned without any indication as to how the proxy shall vote, he will exercise his discretion both as to how he votes and as to whether or not he abstains from voting.

• 4. In the case of joint holders of shares, the vote of the senior who tenders a vote whether in person or by proxy or by representative, shall be accepted to the exclusion of the votes of the other joint holders, and seniority shall be determined by the order in which the names of the holders stand in the share register of the Company.

• 5. A corporation's form of proxy shall be executed pursuant to a resolution of its directors or any other managing body thereof.

• 6. If you wish to appoint one or more proxies to attend or vote other than the Chairman of the meeting, a space has been provided for his or her full name (in capitals). Please delete the reference to the Chairman and initial it.

• 7. This form of proxy, to be valid, must be lodged at Link Asset Services Limited at 34 Beckenham Road, Beckenham, Kent BR3 4ZF or the Company's registered office not less than forty-eight hours before the time appointed for the meeting or any adjournment thereof, together, if appropriate, with the power of attorney or other