Proxy Solicitation & Information Statement • Apr 15, 2021
Proxy Solicitation & Information Statement
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All Correspondence to: Computershare Investor Services PLC The Pavilions, Bridgwater Road, Bristol, BS99 6ZY
View the Annual Report online: https://www.puretechhealth.com/reports-presentations Cast your Proxy online...It's fast, easy and secure! You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN shown opposite and agree to certain terms and conditions. www.investorcentre.co.uk/eproxy PIN: SRN: Control Number: 917158
Register at www.investorcentre.co.uk - elect for electronic communications & manage your shareholding online!
To be effective, all proxy appointments must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 25 May 2021 at 4.00 pm BST (11.00 am EDT).
Kindly Note: This form is issued only to the addressee(s) and is specific to the unique designated account printed hereon. This personalised form is not transferable between different: (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any instruction that does not comply with these conditions.
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Please complete this box only if you wish to appoint a third party proxy other than the Chairman. Please leave this box blank if you want to select the Chairman. Do not insert your own name(s).
In light of the COVID-19 restrictions, all shareholders are strongly encouraged and requested to appoint the Chairman of the
| Meeting as their proxy. This will ensure that your vote will be counted even if attendance at the meeting is restricted. | |||||||||
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| I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement on my/our behalf at the Annual General Meeting of Puretech Health plc to be held at 6 Tide Street Boston Massachusetts 02210 on 27 May 2021 at 4.00 pm BST (11.00 am EDT), and at any adjourned meeting. For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). Please mark here to indicate that this proxy appointment is one of multiple appointments being made. |
Vote | Please use a black pen. Mark with an X inside the box as shown in this example. |
Vote | ||||||
| 1. | Ordinary Resolutions THAT the Company's audited financial statements, the strategic report and the reports of the directors and auditors for the year ended 31 December 2020 be approved. |
For | Against | Withheld | 10. THAT Ms. Daphne Zohar be and is hereby re-elected as a Director. |
For | Against | Withheld | |
| 2. | THAT the Directors' Remuneration Report be approved. | 11. THAT Dr. Bharatt Chowrira be and is hereby elected as a Director. |
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| 3. | THAT the Directors' Remuneration Policy be approved. | 12. THAT KPMG LLP be and is hereby reappointed as the auditors of the Company to hold office from the conclusion of the AGM until the conclusion of the next AGM at which accounts are laid before the Company. |
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| 4. | THAT Dr. Raju Kucherlapati be and is hereby re-elected as a Director. |
13. THAT the Audit Committee of the Company be and is hereby authorised to agree to the remuneration of the auditors. |
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| 5. | THAT Dr. John LaMattina be and is hereby re-elected as a Director. |
14. THAT the directors be authorised to allot securities pursuant to section 551 of the Companies Act 2006. |
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| 6. | THAT Ms. Kiran Mazumdar-Shaw be and is hereby elected as a Director. |
Special Resolutions 15. THAT subject to the passing of resolution 14, to disapply pre emption rights pursuant to sections 570 & 573 of the Companies Act 2006. |
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| 7. | THAT Dame Marjorie Scardino be and is hereby re-elected as a Director. |
16. THAT subject to the passing of resolution 14 and in addition to any authority granted under resolution 15, to further disapply pre-emption rights pursuant to section 570 of the Companies Act 2006 for acquisitions and specified capital investments. |
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| 8. | THAT Mr. Christopher Viehbacher be and is hereby re elected as a Director. |
17. THAT market purchases (as defined in section 693(4) of the Companies Act 2006) be authorised. |
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| 9. | THAT Dr. Robert Langer be and is hereby re-elected as a Director. |
18. THAT a general meeting other than an AGM may be called on not less than 14 clear days' notice. |
I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.
| Signature | Date |
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| gransen Concessories ිද්යාපය Saccept |
- | , 0 |
- | and for and the |
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In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).
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