TO APPROVE (WITH OR WITHOUT MODIFICATION) THE SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE SCHEME) BETWEEN SCHRODERS PLC AND THE HOLDERS OF SCHEME SHARES (AS DEFINED IN THE SCHEME DOCUMENT), AS SET OUT IN THE NOTICE OF COURT MEETING CONTAINED IN PART IX OF THE SCHEME DOCUMENT, AND ANY MODIFICATION, ADDITION OR CONDITION APPROVED OR IMPOSED BY THE COURT