Pre-Annual General Meeting Information • Mar 12, 2025
Pre-Annual General Meeting Information
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The Chairman of Kingspan Group plc invites you to attend the Annual General Meeting of the Company to be held at IKON, Dublin Road, Kingscourt, Co. Cavan, A82 XY31, Ireland on Thursday, 1 May 2025 at 09.00 a.m.


Kindly Note: This form is issued only to the addressee(s) and is specific to the All Holders 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 (Ireland) Limited accept no liability for any instruction that does not comply with these conditions.
| All Holders | ||
|---|---|---|
| Poll Card To be completed only at the AGM if a Poll is called. | ||||||
|---|---|---|---|---|---|---|
| Ordinary Business | Vote For Against Withheld |
Special Business | Vote For Against Withheld |
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| 1. To adopt the Financial Statements. | 5. To receive the policy on directors' remuneration. | |||||
| 2. To declare a fi nal dividend. | 6. To receive the report of the Remuneration Committee. | |||||
| 3. (a) To re-elect Jost Massenberg as a director. | 7. To increase the limit for non-executive directors' fees. | |||||
| (b) To re-elect Gene Murtagh as a director. | 8. To authorise the directors to allot securities. | |||||
| (c) To re-elect Geoff Doherty as a director. | 9. Dis-application of pre-emption rights. | |||||
| (d) To re-elect Russell Shiels as a director. | 10.Additional 10% dis-application of pre-emption rights. | |||||
| (e) To re-elect Gilbert McCarthy as a director. | 11. Purchase of company shares. | |||||
| (f) To re-elect Anne Heraty as a director. | 12. Re-issue of treasury shares. | |||||
| (g) To re-elect Éimear Moloney as a director. | 13. To approve the convening of certain EGMs on 14 days' notice. | y | ||||
| (h) To re-elect Paul Murtagh as a director. | l 14. To amend the Kingspan Group plc 2017 Performance Share Plan. |
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| (i) To re-elect Senan Murphy as a director. | 15. Amendment of Articles of Association. | |||||
| (j) To re-elect Louise Phelan as a director. | n O |
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| 4. To authorise the remuneration of the auditors. | Signature | |||||
| n o I/We hereby appoint the Chairman of the Meeting OR the following person i t Please leave this box blank if you have selected the Chairman. Do not insert your own name(s). a as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement on my/our behalf on any matter at the Annual General Meeting of Kingspan Group plc to be held at IKON, Dublin Road, Kingscourt, Co. Cavan, A82 XY31, Ireland on Thursday, 1 May 2025 at 09.00 a.m., and at any adjournment thereof. I/We direct that my/our vote(s) be cast on the specifi ed resolutions as indicated by an X in the appropriate box. m For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). Please tick here to indicate that this proxy appointment is one of multiple appointments being made. |
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| r Vote For Against Withheld |
Vote For Against Withheld |
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| Ordinary Business 1. To adopt the Financial Statements. |
Special Business 5. To receive the policy on directors' remuneration. |
|||||
| f 2. To declare a fi nal dividend. |
o | 6. To receive the report of the Remuneration Committee. | ||||
| 3. (a) To re-elect Jost Massenberg as a director. | 7. To increase the limit for non-executive directors' fees. | |||||
| n (b) To re-elect Gene Murtagh as a director. |
8. To authorise the directors to allot securities. | |||||
| I (c) To re-elect Geoff Doherty as a director. |
9. Dis-application of pre-emption rights. | |||||
| (d) To re-elect Russell Shiels as a director. | 10.Additional 10% dis-application of pre-emption rights. | |||||
| r (e) To re-elect Gilbert McCarthy as a director. |
11. Purchase of company shares. | |||||
| o (f) To re-elect Anne Heraty as a director. |
12. Re-issue of treasury shares. | |||||
| (g) To re-elect Éimear Moloney as a director. | 13. To approve the convening of certain EGMs on 14 days' notice. | |||||
| F (h) To re-elect Paul Murtagh as a director. |
14. To amend the Kingspan Group plc 2017 Performance | |||||
| Share Plan. |
(h) To re-elect Paul Murtagh as a director. (i) To re-elect Senan Murphy as a director. (j) To re-elect Louise Phelan as a director. 4. To authorise the remuneration of the auditors.
| I/we direct my/our proxy to vote on the resolutions proposed at the Meeting as indicated on this form. Where no instruction appears above as to how the proxy should | |
|---|---|
| vote the proxy may vote as he or she sees fi t or abstain in relation to any business of the meeting. | |
15. Amendment of Articles of Association.
| Signature | Date |
|---|---|
| ----------- | ------ |
/ /
In the case of a body corporate, this proxy must be given under its common seal or be signed on its behalf by an attorney or offi cer duly authorised, stating their capacity (e.g. director, secretary).
12ZCCC D01
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