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Anglo-Eastern Plantations PLC

AGM Information May 30, 2025

5269_agm-r_2025-05-30_5e313dd0-3165-4e02-9e47-2e30ce3f5118.pdf

AGM Information

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Notice of Annual General Meeting

MESSAGE FROM THE CHAIRMAN Jonathan Law, our chairman, is delighted to extend an invitation to all shareholders for our annual general meeting. As we mark the Group's 40-year anniversary, we take this opportunity to express our heartfelt gratitude for your continued support and partnership. Together, we look forward to achieving even greater milestones in the years to come.

Notice is hereby given that the 40th Annual General Meeting of Anglo-Eastern Plantations Plc will be held at UHY Hacker Young LLP, 6th floor Quadrant House, 4 Thomas More Square, London E1W 1YW on 23 June 2025 at 11.00am (UK time GMT. UTC +0).

The meeting will be for the following purposes, and voting will be decided on a show of hands unless a poll is validly demanded:

Resolution Details
1 To receive and consider the accounts and the reports of the directors and auditor for
the year ended 31 December 2024
2 To receive and consider the Directors' Remuneration Report as set out in the annual
report and accounts for the year ended 31 December 2024
3 To re-elect Jonathan Law Ngee Song as a director
4 To re-elect Marcus Chan Jau Chwen as a director
5 To re-elect Michael Henry Stainer as a director
6 To re-elect Farah Suhanah Tun Ahmad Sarji as a director
7 To declare a final dividend
8 To appoint Forvis Mazars as auditors and to authorise the directors to determine their
remuneration

AS ORDINARY BUSINESS

AS SPECIAL BUSINESS

9 That our Company is hereby generally and unconditionally authorised to make one or
more market purchases (within the meaning of section 693 of the Companies Act 2006
("Act")) of its ordinary shares of 25p each in the capital of our Company to be held as
treasury shares, provided that:
a)
the maximum aggregate number of ordinary shares hereby authorised to be
purchased is 3,415,777;
b)
the minimum price (exclusive of expenses) which may be paid for each share is 25p;
c)
the maximum price (exclusive of expenses) which may be paid for each share may
not exceed the higher of:
i.
105% of the average of the middle-market quotations for such shares as derived
from the Daily Official List of the London Stock Exchange for the 5 business days
immediately preceding the day of purchase;
ii.
an amount equal to the price of the last independent trade; and
iii.
the highest current independent purchase bid on the London Stock Exchange;
d)
the authority hereby conferred shall expire at the conclusion of the next annual
general meeting of our Company or on 30 June 2026 whichever shall be the earlier,
save that our Company may, before the expiry of this authority, make a contract of
purchase which will or may be executed wholly or partly after such expiry and may
make a purchase of shares pursuant to any such contract.

Notice of Annual General Meeting (Continued)

Resolution Details
10 To approve the change of name of our Company from Anglo-Eastern Plantations Plc to
AEP Plantations Plc.
11 That a general meeting of our Company other than an annual general meeting may be
called on not less than 14 clear days' notice.

By order of the Board CETC (Nominees) Limited Company Secretary Date: 30 May 2025

Notes:

    1. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, our Company has specified that only those shareholders on the register of members of our Company at close of business on 19 June 2025 shall be entitled to vote in respect of the number of shares registered in their name at that time. Changes to the register of members after 19 June 2025 or, if the meeting is adjourned, in the register of members at close of business on the date which is two days before the day of the adjourned meeting shall be disregarded in determining the rights of any person to vote at the meeting by proxy.
    1. As at 19 May 2025 (being the latest practicable date prior to the publication of this notice), the Company's issued share capital comprised 39,976,272 Ordinary Shares of 25p each. Each share carries one vote except 581,850 shares held as treasury shares and therefore the total number of voting rights in our Company as at 6:00pm (UK Time) on 19 May 2025 is 39,394,422.
    1. A member of our Company may appoint one or more proxies to vote at the meeting. Where more than one proxy is appointed in relation to the meeting, each proxy must be appointed to exercise rights attaching to a different share or shares. You may not appoint more than one proxy to exercise rights attached to any one share. A proxy need not be a member of the Company. Members are encouraged to appoint the Chairman of the meeting as their proxy.
    1. The instrument appointing a proxy must be deposited at the office of the Registrar by 9.30am (UK time) on 19 June 2025 not less than forty-eight hours before the time appointed for holding the meeting (or any adjournment thereof).
    1. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company's register of members in respect of the joint holding (the first-named being the most senior).
    1. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the annual general meeting to be held on 23 June 2025 and any adjournment thereof by using the procedures described in the CREST Manual on the Euroclear website at www.euroclear.com/CREST. CREST personal members or other CREST sponsored members and those CREST members who have appointed a voting service provider should refer to their CREST sponsor or voting service provider, who will be able to take the appropriate action on their behalf. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear's specifications and must contain the information required for such instructions, as described in the CREST Manual. All messages relating to the appointment of a proxy or an instruction to a previously appointed proxy must be transmitted so as to be received by Computershare Investor Services PLC [CREST ID: 3RA50] by 9.30am on 19 June 2025. It is the responsibility of the CREST member concerned to take such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. Our Company may treat a CREST Proxy Instruction as invalid in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

Notice of Annual General Meeting (Continued)

    1. You may submit your proxy electronically using the link https://www-uk.computershare.com/investor/. If not already registered, you will need your Shareholder Reference Number ("SRN") which is detailed on your share certificates.
    1. The statement of the rights of shareholders in relation to the appointment of proxies does not apply to a person who receives this notice of general meeting as a person nominated to enjoy "information rights" under section 146 of the Companies Act 2006. If you have been sent this notice of meeting because you are such a nominated person the following statements apply: (i) you may have a right under an agreement between you and the registered shareholder by whom you were nominated to be appointed (or to have someone else appointed) as a proxy for this general meeting and (ii) if you have no such a right, or do not wish to exercise it, you may have a right under such an agreement to give instructions to that registered shareholder as to the exercise of voting rights. Nominated persons should contact the registered member by whom they were nominated in respect of these arrangements.
    1. A member of our Company which is a corporation may authorise a person or persons to act as its representative(s) at the meeting. In accordance with the provisions of the Companies Act 2006, each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual member of the Company, provided that they do not do so in relation to the same shares. It is no longer necessary to nominate a designated corporate representative.
    1. Members satisfying the requirements of section 527 of the Companies Act 2006 may require our Company to publish on a website a statement by them (at the Company's cost) relating to the audit of the Company's accounts which are being laid before this meeting (including the auditor's report and the conduct of the audit) or, where applicable, any circumstances connected with an auditor of our Company ceasing to hold office since the previous general meeting at which accounts were laid. Should such a statement be received, it will be published on the Company's website at https://www.angloeastern.co.uk/. In those circumstances our Company would be under an obligation to forward a copy of the statement to the auditor forthwith and the statement would form part of the business which may be dealt with at this meeting.
    1. Shareholders are welcomed to submit questions to the Board by email to stakeholder.relations@angloeastern. co.uk by 11 June 2025 and they will be answered after the AGM or at the AGM for those shareholders who are in attendance. Our Company must cause to be answered any such questions relating to the business being dealt with at the meeting but no such answer need be given if (a) to do so would interfere unduly with the preparation of the meeting or involve the disclosure of confidential information, (b) the answer has already been given on a website in the form of an answer to a question, or (c) it is undesirable in the interests of our Company or the good order of the meeting that the question be answered.
    1. A copy of this notice and the other information required by section 311A of the Companies Act 2006 can be found at https://www.angloeastern.co.uk/.
    1. If you are in any doubt as to any aspect of Resolutions 9 to 12 or as to the action you should take, you should immediately take your own advice from a stockbroker, solicitor, accountant or other independent financial advisor authorised under the Financial Services and Markets Act 2000. The Board believes that these Resolutions are in the best interests of our Company and shareholders as a whole.
    1. If you have sold or otherwise transferred all your shares in the Company, please hand this document and the accompanying form of proxy to the purchaser or transferee, or to the bank, stockbroker or other agent through whom the sale or transfer was effected, for transmission to the purchaser or transferee. If you sell or have sold or otherwise transferred only part of your holding of existing shares please consult the bank, stockbroker or other agent through whom the sale or transfer was effected.
    1. The following documents are available for inspection by members at the registered office of our Company during normal business hours (except Bank Holidays) and at the place of the meeting not less than 15 minutes prior to and during the meeting. The documents can also be obtained by email to [email protected].
    2. (a) a copy of the Executive Director's service agreement;
    3. (b) copies of Non-Executive Directors' letters of appointment; and
    4. (c) a copy of the Company's existing Articles of Association.

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