Proxy Solicitation & Information Statement • Apr 7, 2021
Proxy Solicitation & Information Statement
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Spectris plc 2021 Annual General Meeting to be held on Friday, 14 May 2021 at 12.00pm. Please read the notes overleaf before completing this form.
Meeting ID Pin: First two and last two digits of your SRN Shareholder Reference Number (SRN)
I/We
being registered holder(s) of ordinary shares of Spectris plc (the 'Company') hereby appoint the Chairman of the meeting/the
following person* as my/our proxy to exercise all of my/our rights to attend, speak and vote for me/us and on my/our behalf at the Company's Annual General Meeting to be held at Heritage House, Church Road, Egham, TW20 9QD on Friday, 14 May 2021 at 12.00pm and at any adjournment thereof on the resolutions set out below.
* You may appoint one or more proxies of your own choice if you are unable to attend the meeting but would like to vote. If another person is to be your proxy, delete "the Chairman of the meeting" and insert the name of the person to be appointed. If you require additional forms of proxy, please contact the registrars of the Company, Equiniti, on 0371 384 2586. An Equiniti overseas helpline number is also available on +44 121 415 7047. Lines are open 8.30am to 5.30pm, Monday to Friday.
If applicable, please mark this box to indicate that this proxy appointment is one of multiple appointments being made (see note 2). The proxy will vote on the under-mentioned resolutions as indicated. The proxy will vote at his or her discretion, or abstain from voting on any resolution listed below, if no instruction is given regarding that resolution and on any other business transacted at the meeting.
If this proxy appointment is one of multiple appointments, please enter the number of shares in relation to which this proxy appointment is authorised to act. For the full wording of the resolutions below, please refer to the Notice of Annual General Meeting.
Please indicate with ticks in the spaces below how you wish your votes to be cast.
| Ordinary resolutions: | For | Against | Vote Withheld |
For | Against | Vote Withheld |
|||
|---|---|---|---|---|---|---|---|---|---|
| 1. | To receive the Annual Report and Accounts of the Company for the financial year ended |
11. | To re-elect Mark Williamson as a Non-executive Director of the Company |
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| 31 December 2020 | 12. | To re-appoint Deloitte LLP | |||||||
| 2. | To approve the Directors' | as auditor of the Company | |||||||
| Remuneration Report set out on pages 78 to 97 of the Annual Report |
13. | To authorise the Directors to agree the auditor's remuneration |
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| and Accounts for the year ended | 14. | To authorise the Directors to allot | |||||||
| 31 December 2020 | ordinary shares | ||||||||
| 3. | To declare a final dividend of 46.5p | ||||||||
| per Ordinary Share for the financial year ended 31 December 2020 to be |
Special resolutions: | ||||||||
| paid on 30 June 2021 to those Shareholders on the register at the |
15. | To empower the Directors to allot ordinary shares for cash on a non |
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| close of business on 14 May 2021 | pre-emptive basis | ||||||||
| 4. | To re-elect Karim Bitar as a Non executive Director of the Company |
16. | To empower the Directors to allot ordinary shares for cash on a non |
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| 5. | To re-elect Derek Harding as an | pre-emptive basis for purposes of | |||||||
| Executive Director of the Company | acquisitions or capital investments | ||||||||
| 6. | To re-elect Andrew Heath as an | of up to 5% of the issued share | |||||||
| Executive Director of the Company | capital of the Company | ||||||||
| 7. | To re-elect Ulf Quellmann as a Non-executive Director of |
17. | To authorise the Company to make market purchases of shares |
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| the Company | 18. | To allow the period of notice for | |||||||
| 8. | To re-elect William (Bill) Seeger | general meetings of the Company | |||||||
| as a Non-executive Director of | (other than annual general | ||||||||
| 9. | the Company To re-elect Cathy Turner as a |
meetings) to be not less than 14 clear days' notice |
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| Non-executive Director of the | 19. | To adopt new Articles of Association | |||||||
| Company | in place of and in substitution for the | ||||||||
| 10. | To re-elect Kjersti Wiklund as | existing Articles of Association | |||||||
| a Non-executive Director of the Company |
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| Signature(s) Date |
This form should be returned by 12.00pm on Wednesday, 12 May 2021.
Please refer to the Notice of meeting for full details of accessing the AGM.
If you would like to listen to the meeting online, please follow the instructions set out on page 12 of the Notice of Meeting. You will require the following details:
Meeting ID: 112-295-868
Username: Shareholder Reference Number (SRN)
PIN: First and last two digits of your SRN
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