Proxy Solicitation & Information Statement • Mar 1, 2013
Proxy Solicitation & Information Statement
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To be held at: Domino's Head Office, The Commissary, 1 Thornbury, West Ashland, Milton Keynes MK6 4BB at 1.00pm on Tuesday 26 March 2013.
If you wish to attend this meeting in your capacity as a holder of Ordinary Shares, please sign this card and on arrival hand it to the Company's registrars. This will facilitate entry to the meeting.
Signature of Barcode: person attending
Investor Code:
| Investor Code: I/We being a member/members of the Company hereby appoint the Chairman of the meeting or (see note 1 above) |
||||||||
|---|---|---|---|---|---|---|---|---|
| Name of proxy | Number of shares proxies appointed over | Event Code: |
as my/our proxy to attend, speak and vote on my/our behalf as indicated in the boxes below at the Annual General Meeting of the Company to be held at 1.00pm on Tuesday 26 March 2013 and at any adjournment thereof. If no indication is given, I/we authorise my/our proxy to vote, or abstain from voting at their discretion on the resolutions or on any other business (including amendments to resolutions ) which may come before the AGM. If you wish to appoint multiple proxies please see note 2 above. I have indicated with a '✗' how I/we wish my/our votes to be cast on the following resolutions: Please also tick here if you are appointing more than one proxy.
| RESOLUTIONS Please mark '✗' to indicate | For | Against | Vote Withheld | ||
|---|---|---|---|---|---|
| 1 | To receive and adopt the Company's audited accounts and financial statements for the year ended 30 December 2012 together with the Directors' Report and Auditors' Report. |
X | X | X | |
| 2 | To re-appoint Ernst & Young LLP as auditors of the Company until the conclusion of the next annual general meeting at which the accounts are to be laid before the Company. |
X | X | X | |
| 3 | To authorise the Audit Committee of the board of directors to agree the remuneration of the Company's auditors. |
X | X | X | |
| 4 | To declare payable the final dividend for the year ended 30 December 2012 of 7.90 pence per ordinary share on 12 April 2013 to ordinary shareholders whose names appear on the register of members at close of business on 15 March 2013. |
X | X | X | |
| 5 | To re-elect Stephen Hemsley as a director of the Company. | X | X | X | |
| 6 | To re-elect Colin Halpern as a director of the Company. | X | X | X | |
| 7 | To re-elect Lance Batchelor as a director of the Company. | X | X | X | |
| 8 | To re-elect Lee Ginsberg as a director of the Company. | X | X | X | |
| 9 | To re-elect Nigel Wray as a director of the Company. | X | X | X |
| how you wish to vote | For | Against | Vote Withheld | RESOLUTIONS Please mark '✗' to indicate | how you wish to vote | For | Against | Vote Withheld | |
|---|---|---|---|---|---|---|---|---|---|
| X | X | X | 10 To re-elect John Hodson as a director of the Company. | X | X | X | |||
| X | X | X | 11 To re-elect Michael Shallow as a director of the Company. 12 To re-elect Syl Saller as a director of the Company. |
X X |
X X |
X X |
|||
| X | X | X | 13 To re-elect Helen Keays as a director of the Company. | X | X | X | |||
| X | X | X | 14 To approve the Directors' remuneration report for the year ended 30 December 2012. |
X | X | X | |||
| X | X | X | 15 To grant the Directors authority under section 551 of The | Companies Act 2006 ("2006 Act") to allot ordinary shares. | X | X | X | ||
| X | X | X | SPECIAL RESOLUTIONS 16 To disapply pre-emption rights under sections 570 and 573 of the 2006 Act. |
X | X | X | |||
| X | X | X | 17 To grant the Company authority under section 701 of the 2006 Act to purchase its own ordinary shares. |
X | X | X | |||
| X | X | X | 18 To allow extraordinary general meetings of the Company to be called by 14 clear days' notice. |
X | X | X |
sterling 160467
Bar Code:
Signature Date
160467 Domino Pizza - Proxy_160467 Domino Pizza - Proxy 22/02/2013 14:08 Page 2
Business Reply Licence Number RSBH-UXKS-LRBC
PXS 34 Beckenham Road Beckenham BR3 4TU
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