McBride : Form of Proxy for 2023 AGM

MCBRIDE PLC - Annual General Meeting 2023 - Form of Proxy

You may appoint a proxy at www.signalshares.cominstead of using this form.

Account Name:

IVC:

For guidance on how to complete this Form of Proxy please refer to the Notice of Meeting on the Company's website.

I/We being (a) member/members hereby appoint the Chairman of the meeting/the following person:

Name of proxy (if not the Chairman of the meeting):

Number of ordinary shares appointed over: (if less than your full voting entitlement)

as my/our proxy, to attend, speak and vote on my/our behalf at the Meeting of the Company and at any adjournment thereof. Please indicate below how you would like your proxy to vote on your behalf on the resolutions.

Please put an 'X' in the box opposite if this proxy appointment is one of multiple appointments being made:

1. To receive the Company's accounts together with the Directors' report and the independent auditor's report on those accounts (see notice)
2. To approve the Directors' Remuneration Report (other than the part containing the Directors` Remuneration Policy) (see notice)
3. To approve the Directors' Remuneration Policy (as contained in the Directors' Remuneration Report for the financial year ended 30 June 2023)
4. To re-appoint Jeffrey (Jeff) Mark Nodland as a Director
5. To re-appoint Christopher (Chris) Ian Charles Smith as a Director
6. To re-appoint Mark Strickland as a Director
7. To re-appoint Elizabeth (Liz) McMeikan as a Director
8. To re-appoint Alastair Murray as a Director

9 To re-appoint Regi Aalstad as a Director

1. To re-appoint PricewaterhouseCoopers LLP as auditor of the Company
2. To authorise the Audit and Risk Committee of the Board of Directors to determine the auditor's remuneration
3. That the Company and all companies which are its subsidiaries at any time during such period are authorised to make donations to political parties (see notice)
4. That the McBride plc 2023 Long Term Incentive Plan is approved (see notice)
5. To approve the amendments to the rules of the McBride plc 2020 Restricted Share Unit Plan (see notice)
6. To approve the amendments to the rules of the McBride plc 2014 Long Term Incentive Plan (see notice)
7. That the Directors are authorised to allot shares in the Company and to grant rights to subscribe for or to convert any security into such shares (see notice)
8. That, subject to Resolution 16 the the Directors are empowered to allot equity securities for cash as if section 561 did not apply (see notice)
9. That the Company is authorised to make market purchases of ordinary shares in its capital (see notice)
10. That a general meeting of the Company (other than an Annual General Meeting) may be called on not less than 14 clear days' notice

If you intend attending the meeting in person please place a 'X' in the box opposite

Please send this Form of Proxy in an envelope to FREEPOST PXS 1. Shareholders outside the United

Kingdom should send this Form of Proxy to Link Group, PXS 1, Central Square, 29 Wellington Street,

Leeds LS1 4DL, United Kingdom.

1. To appoint as a proxy a person other than the Chair of the meeting insert their full name in the space provided. To appoint more than one proxy, (an) additional proxy form(s) may be obtained by contacting the Registrars or you may photocopy this form. If you appoint more than one proxy, each proxy must be appointed to exercise the rights attached to a different share or shares held by you. Please indicate in the box next to the proxy'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 should be returned together in the same envelope. A proxy need not be a member of the Company.
2. Unless otherwise indicated on the Form of Proxy, CREST, Proxymity or any other electronic voting instruction, the proxy will vote as they think fit or, at their discretion, withhold from voting
3. This Form of Proxy must arrive with Link Group not later than 48 hours before the time of the meeting during usual business hours accompanied by any power of attorney under which it is executed (if applicable). You may return the Form of Proxy in an envelope addressed to FREEPOST PXS 1. Please note that delivery using this service can take up to five business days.

4 A corporation must execute the Form of Proxy under either its common seal or the hand of a duly appointed officer or attorney.