Proxy Solicitation & Information Statement • Nov 21, 2018
Proxy Solicitation & Information Statement
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| TO: | Fuamari Secretarial Limited, Proxy Department 4 Spyrou Kyprianou Av. 3070 Limassol Cyprus Fax Number: + 357 25 383 033 |
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|---|---|---|---|---|---|
| Telephone Number: + 357 25 386 888 (Mr Charalambos Avaratzis) |
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| RE: | AFI DEVELOPMENT PLC Annual General Meeting to be held on 20 th December, 2018 |
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| FROM: | _____ ____ |
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| Name / Company Name | |||||
| VOTING SHARES NUMBER: ______ (A Class) |
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| SIGNATURE: __________ |
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| Authorised Signatory Name, Signature | |||||
| CONTACT INFO: _____________ |
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| Telephone / Fax Number / E-mail Address | |||||
| TOTAL NUMBER SHARES | |||||
| Held as at | 6.00 p.m. EEST on 20 November 2018: ___ (A Class) |
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The above-noted holder of A ordinary Shares of AFI Development PLC (the "Company") hereby requests and instructs FUAMARI SECRETARIAL LIMITED, as Corporate Secretary, to endeavor, insofar as practicable, to vote or cause to be voted the number of Shares held as at 6.00 p.m. on 20 November 2018 (or, if the AGM is adjourned, at 6.00 p.m. on the day two days prior to the adjourned AGM) at the Annual General Meeting of the Company to be held in on 20 December, 2018 in respect of the following resolutions:
| Ordinary shares A Class | |||||
|---|---|---|---|---|---|
| Agenda Item 1: | |||||
| Adopting the Consolidated Financial Statements of the Company for the year ending 31 December 2017 together with the reports of the Directors and auditors thereon. |
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| □ FOR | □ AGAINST | □ ABSTAIN | |||
| Agenda Item 2: | |||||
| Re-electing Mr. David Tahan as a Non-Executive Independent Director and Chairman. | |||||
| □ FOR | □ AGAINST | □ ABSTAIN | |||
| Agenda Item 3: Re-electing Mr. Panayiotis Demetriou as a Non-Executive Independent Director. |
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| □ FOR | □ AGAINST | □ ABSTAIN | |||
| Agenda Item 4: | |||||
| Re-electing Mr. Avraham Noach Novogrocki as Non-Executive Independent Director. | |||||
| □ FOR | □ AGAINST | □ ABSTAIN | |||
| Agenda Item 5: | |||||
| Re-appointing chartered accountants Messrs. KPMG Limited (Cyprus) as the Company auditors and authorising the Directors to agree on their remuneration. |
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| □ FOR | □ AGAINST | □ ABSTAIN |
Approval of the Directors to be generally and unconditionally authorised, in accordance with Articles 10-12 and the terms of any resolution creating new shares, to exercise any power of the Company to allot and grant options or rights to subscribe for or to convert securities into shares of the Company, pursuant to an employee share scheme, up to a maximum nominal amount of USD 104,769.41; such authority to expire on the earlier of the conclusion of the Company's next annual general meeting and 30 December 2019 but, in each case, so that the Company may make offers and enter into agreements during the relevant period which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends and the Directors may allot shares or grant rights to subscribe for or convert securities into share under any such offer or agreement as if the authority had not ended.
□ FOR □ AGAINST □ ABSTAIN
End of resolutions.
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