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Safestore Holdings PLC

Proxy Solicitation & Information Statement Feb 18, 2016

5310_agm-r_2016-02-18_00985b0f-0a47-4de1-beec-9e3823148f62.pdf

Proxy Solicitation & Information Statement

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Overview Strategic report Governance Financial statements
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Safestore Holdings plc Proxy form

For the 2016 Annual General Meeting to be held at 12.00 noon on 23 March 2016

I/We the undersigned, being a holder of ordinary shares of 1 pence each of the capital of Safestore Holdings plc (the "Company"), hereby appoint the duly appointed Chairman of the meeting (see note 1 below) or

(BLOCK CAPITALS PLEASE)

to act as my/our proxy at the Annual General Meeting of the Company to be held at 12.00 noon on 23 March 2016 at Brittanic House, Stirling Way, Borehamwood, Hertfordshire WD6 2BT and at any adjournment thereof and to vote on my/our behalf as directed below.

Please tick here if this proxy appointment is one of multiple appointments being made.

Please indicate with an "X" in the spaces provided how you wish your votes to be cast on a poll. Should this card be returned duly signed, but without specific direction, the proxy will vote or abstain at his/her discretion.

Ordinary resolutions Against Vote withheld
1.
To receive and adopt the Annual Report and Accounts for the year ended 31 October 2015
2.
To approve the Directors' remuneration report for the year ended 31 October 2015
3.
To re-appoint Deloitte LLP as auditor
4.
To authorise the Directors to determine the auditor's remuneration
5.
To declare a final dividend of 6.65 pence per ordinary share for the year ended 31 October 2015
6.
To re-elect Alan Lewis as a Director of the Company
7.
To re-elect Keith Edelman as a Director of the Company
8.
To re-elect Frederic Vecchioli as a Director of the Company
9.
To re-elect Andy Jones as a Director of the Company
10. To re-elect Ian Krieger as a Director of the Company
11. To re-elect Joanne Kenrick as a Director of the Company
12. To authorise political donations and political expenditure
13. To authorise the Directors to allot shares subject to the restrictions set out in the resolution
Special resolutions
14. To authorise the disapplication of pre-emption rights subject to the limits set out in the resolution
15. To authorise market purchases of ordinary shares up to a specified amount
16. To reduce the notice period for general meetings other than an Annual General Meeting

Unless otherwise instructed, the proxy may vote as he/she thinks fit or abstain from voting in respect of the resolutions specified and also on any other business (including amendments to resolutions) that may properly come before the meeting.

Signature Dated
Full name of registered holder(s)
Address
Postcode

Please return this proxy form to Capita Asset Services, PXS, 34 Beckenham Road, Beckenham, Kent BR3 4TU so as to arrive by 12.00 noon on 21 March 2016.

As an alternative to completing your hard-copy proxy form, you can appoint a proxy electronically at www.capitashareportal.com.

For an electronic proxy appointment to be valid, your appointment must be received by no later than 12.00 noon on 21 March 2016. You will be asked to enter the investor code shown on your share certificate or dividend tax voucher and agree to certain terms and conditions.

If you hold your shares in uncertificated form, you may appoint a proxy using the CREST electronic proxy appointment service, details of which are set out in notes vi, vii and viii to the Notice of Annual General Meeting.

Notes

  1. A member of the Company is entitled to appoint a proxy to exercise all or any of his/her rights to attend, speak and vote at a general meeting of the Company.

A member of the Company may appoint more than one proxy, provided that each proxy is appointed to exercise the rights attached to different shares. When two or more valid but differing appointments of proxy are delivered or received for the same share for use at the same meeting, the one which is last validly delivered or received (regardless of its date or the date of its execution) shall be treated as replacing and revoking the other or others as regards that share. If the Company is unable to determine which appointment was last validly delivered or received, none of them shall be treated as valid in respect of that share. To appoint more than one proxy, you should contact Capita Asset Services at the address stated in the information included with this proxy form.

    1. A member is entitled to appoint a proxy of his or her own choice. The Chairman of the meeting will act as proxy unless another proxy is chosen. A proxy need not be a member of the Company but must attend the meeting in person.
    1. In the case of an individual, this proxy form should be signed by the appointer. In the case of a corporation, this proxy form must be executed under its common seal or under the hand of an officer, attorney or other person duly authorised.
    1. In the case of joint holders, the vote of the senior who tenders a vote whether in person or by proxy in respect of the holding will be accepted to the exclusion of the votes of the other joint holders. For this purpose seniority is determined by the order in which the names appear in the Register of Members in respect of the joint holding.
    1. Please indicate with a cross in the appropriate box how you wish your votes to be cast. In the absence of any specific direction, the proxy will vote (or abstain from voting) at his or her discretion. The proxy will act in his/her discretion in relation to any other business at the meeting (including any resolution to amend a resolution or to adjourn the meeting).
    1. To be effective, the proxy form and any authority under which it is executed (or a certified copy of such authority) must be deposited with Capita Asset Services at Capita Asset Services, PXS, 34 Beckenham Road, Beckenham, Kent BR3 4TU not less than 48 hours before the time for holding the meeting.
    1. Completion and return of this proxy form will not prevent a member from attending and voting at the Annual General Meeting.
    1. Any alteration or deletion must be signed or initialled.

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