Proxy Solicitation & Information Statement • Mar 16, 2023
Proxy Solicitation & Information Statement
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Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.
The Chair of the Meeting invites you to attend the Annual General Meeting of the Company to be held at: 60 Victoria Embankment, London, United Kingdom, EC4Y 0JP on 26 April 2023 at 11.00 am.
Shareholder Reference Number
Please detach this portion before posting this proxy form.

Control Number: 918340

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To be effective, all proxy appointments must be lodged with the Company's registrar at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 11.00 am on Monday 24 April 2023.
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.
| All Named Holders | |||
|---|---|---|---|
| Vote | |||
|---|---|---|---|
| Ordinary Resolutions | For | Against Withheld |
|
| 1. | To receive and consider the accounts for the year ended 31 December 2022 together with the reports of the directors and auditors. | ||
| 2. | To declare a final dividend. | ||
| 3. | To re-appoint Peter Ventress as a director. | ||
| 4. | To re-appoint Frank van Zanten as a director. | ||
| 5. | To re-appoint Richard Howes as a director. | ||
| 6. | To re-appoint Vanda Murray as a director. | ||
| 7. | To re-appoint Lloyd Pitchford as a director. | ||
| 8. | To re-appoint Stephan Nanninga as a director. | ||
| 9. | To re-appoint Vin Murria as a director. | ||
| 10. | To appoint Pam Kirby as a director. | ||
| 11. | To appoint Jacky Simmonds as a director. | ||
| 12. | To re-appoint PricewaterhouseCoopers LLP as auditors. | ||
| 13. | To authorise the directors, acting through the Audit Committee, to determine the remuneration of the auditors. | ||
| 14. | Approval of the remuneration report. | ||
| 15. | Authority to allot ordinary shares. | ||
| Special Resolutions | |||
| 16. | General authority to disapply pre-emption rights. | ||
| 17. | Specific authority to disapply pre-emption rights in connection with an acquisition or specified capital investment. | ||
| 18. | To renew the authority to purchase own shares. | ||
19. Authority that a general meeting other than an AGM may be called on not less than 14 clear days' notice.
In the case of a corporation, a letter of representation will be required (in accordance with section 323 of the Companies Act 2006) unless this has already been lodged at registration.
Please complete this box only if you wish to appoint a third party proxy other than the Chair of the Meeting. Please leave this box blank if you want to select the Chair of the Meeting. Do not insert your own name(s).
*
I/We hereby appoint the Chair 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 the Company to be held at 60 Victoria Embankment, London, United Kingdom, EC4Y 0JP on 26 April 2023 at 11.00 am and at any adjourned meeting.
* For the appointment of more than one proxy, please refer to Explanatory note 2 (see front).
| For | Against | Withheld | For | Against | Vote Withheld |
|||
|---|---|---|---|---|---|---|---|---|
| To receive and consider the accounts for the year ended 31 December 2022 together with the reports of the directors and auditors. |
11. To appoint Jacky Simmonds as a director. |
|||||||
| To declare a final dividend. | 12. | |||||||
| To re-appoint Peter Ventress as a director. | 13. determine the remuneration of the auditors. |
|||||||
| To re-appoint Frank van Zanten as a director. | 14. Approval of the remuneration report. |
|||||||
| To re-appoint Richard Howes as a director. | 15. Authority to allot ordinary shares. |
|||||||
| To re-appoint Vanda Murray as a director. | 16. | |||||||
| To re-appoint Lloyd Pitchford as a director. | 17. acquisition or specified capital investment. |
|||||||
| To re-appoint Stephan Nanninga as a director. | 18. | |||||||
| To re-appoint Vin Murria as a director. | 19. less than 14 clear days' notice. |
|||||||
| To appoint Pam Kirby as a director. | ||||||||
| Ordinary Resolutions | * For the appointment of more than one proxy, please refer to Explanatory note 2 (see front). Vote |
Please mark here to indicate that this proxy appointment is one of multiple appointments being made. Special Resolutions |
To re-appoint PricewaterhouseCoopers LLP as auditors. To authorise the directors, acting through the Audit Committee, to General authority to disapply pre-emption rights. Specific authority to disapply pre-emption rights in connection with an To renew the authority to purchase own shares. Authority that a general meeting other than an AGM may be called on not |
Please use a black pen. Mark with an X inside the box as shown in this example. |
I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as they see fit or abstain in relation to any business of the Meeting.
| Signature | Date |
|---|---|
| Sunning ﺍﻟﻤﺴﺎﻋﺪﺓ 8838888 |
Measurement | 00 | 19 | and Sale |
|---|---|---|---|---|
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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