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Antofagasta PLC Proxy Solicitation & Information Statement 2016
4674_agm-r_2016-04-11_f02c790f-c7ea-4b15-9430-f3d60f42de20.pdf
Proxy Solicitation & Information Statement
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Antofagasta plc
MR SAM SAMPLE
DESIGNATION (IF ANY)
MR JOINT HOLDER 1
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Attendance Card
Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.
Additional Holders:
ADDITIONAL HOLDER 1
ADDITIONAL HOLDER 2
ADDITIONAL HOLDER 3
ADDITIONAL HOLDER 4
The Chairman of Antofagasta plc invites you to attend the Annual General Meeting of the Company to be held at Church House Westminster, Dean's Yard, London SW1P 3NZ on 18 May 2016 at 10.00 am.
Shareholder Reference Number
C1234567890
Please detach this portion before posting this proxy form.
Form of Proxy for Ordinary Shareholders - Annual General Meeting to be held on 18 May 2016
Cast your Proxy online...It's fast, easy and secure!
www.investorcentre.co.uk/eproxy
Control Number: 913416 SRN:C1234567890 PIN:1234
You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN and agree to certain terms and conditions.
To be effective, all proxy appointments must be lodged with the Company's Registrars at:
Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 16 May 2016 at 10.00 am.
Explanatory Notes:
- Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse).
- To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 702 0159 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
- To direct your proxy how to vote on the resolutions, complete the appropriate box for each resolution overleaf. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion. If you do not direct your proxy how to vote on one or more of the resolutions, the fact that you have given this proxy may be required to be made public. Your proxy will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the meeting.
- The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
- If you wish to split your vote in relation to any resolution (for example, vote some of your shares "for" that resolution and vote other shares "against" that resolution), please contact the Registrar's helpline on 0370 702 0159 for assistance.
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In the case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote or votes of the other joint holders and seniority is determined by the order in which the names of the holders stand in the Register of Members.
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Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company as at 6.00 pm on 16 May 2016 (or in the event of an adjournment, on the date which is two days before the time of the adjourned meeting). Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.
- The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0370 702 0159 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
- Any alterations made to this form should be initialled.
- The completion and return of this form will not preclude a member from attending the meeting and voting in person.
- To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. Please see the AGM notice for further advice on how to appoint/instruct proxies via CREST.
- When two or more valid but differing appointments of proxy are delivered or received for the same share for use at the 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.
Kindly Note: This form is issued only to the addressee(s) and is specific to the 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 PLC accept no liability for any instruction that does not comply with these conditions.
All Named Holders
MR A SAMPLE
ADDITIONAL HOLDER 1
ADDITIONAL HOLDER 2
ADDITIONAL HOLDER 3
ADDITIONAL HOLDER 4
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Poll Card To be completed at the AGM on a Poll vote.
| Ordinary Resolutions | For | Against | Vote Withheld |
|---|---|---|---|
| 1. To receive and adopt the accounts and the reports of the directors and of the auditors for the year ended 31 December 2015. | ☐ | ☐ | ☐ |
| 2. To approve the Directors' Remuneration Report for the year ended 31 December 2015. | ☐ | ☐ | ☐ |
| 3. To re-elect Jean-Paul Luksic as a Director. | ☐ | ☐ | ☐ |
| 4. To re-elect William Hayes as a Director. | ☐ | ☐ | ☐ |
| 5. To re-elect Gonzalo Menéndez as a Director. | ☐ | ☐ | ☐ |
| 6. To re-elect Ramón Jara as a Director. | ☐ | ☐ | ☐ |
| 7. To re-elect Juan Claro as a Director. | ☐ | ☐ | ☐ |
| 8. To re-elect Hugo Dryland as a Director. | ☐ | ☐ | ☐ |
| 9. To re-elect Tim Baker as a Director. | ☐ | ☐ | ☐ |
| 10. To re-elect Ollie Oliveira as a Director. | ☐ | ☐ | ☐ |
| 11. To re-elect Andrónico Luksic as a Director | ☐ | ☐ | ☐ |
| 12. To re-elect Vivianne Blanlot as a Director. | For | Against | Vote Withheld |
| --- | --- | --- | --- |
| 13. To re-elect Jorge Bande as a Director. | ☐ | ☐ | ☐ |
| 14. To re-appoint PricewaterhouseCoopers LLP as auditors. | ☐ | ☐ | ☐ |
| 15. To authorise the Audit and Risk Committee for and on behalf of the Board to fix the remuneration of the auditors. | ☐ | ☐ | ☐ |
| 16. To grant authority to the Directors to allot securities. | ☐ | ☐ | ☐ |
| Special Resolutions | ☐ | ☐ | ☐ |
| 17. To grant power to the Directors to allot securities for cash other than on a pro rata basis to shareholders. | ☐ | ☐ | ☐ |
| 18. To renew the Company's authority to make market purchases of Ordinary Shares. | ☐ | ☐ | ☐ |
| 19. To permit the Company to call general meetings (other than annual general meetings) on 14 clear days' notice. | ☐ | ☐ | ☐ |
Signature
In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act 2006) unless this has already been lodged at registration.
Form of Proxy
Please complete this box only if you wish to appoint a third party proxy other than the Chairman. Please leave this box blank if you want to select the Chairman. Do not insert your own name(s).
I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Antofagasta plc to be held at Church House Westminster, Dean's Yard, London SW1P 3NZ on 18 May 2016 at 10.00 am, and at any adjourned meeting.
- For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).
☐ Please mark here to indicate that this proxy appointment is one of multiple appointments being made.
| Ordinary Resolutions | For | Against | Vote Withheld |
|---|---|---|---|
| 1. To receive and adopt the accounts and the reports of the directors and of the auditors for the year ended 31 December 2015. | ☐ | ☐ | ☐ |
| 2. To approve the Directors' Remuneration Report for the year ended 31 December 2015. | ☐ | ☐ | ☐ |
| 3. To re-elect Jean-Paul Luksic as a Director. | ☐ | ☐ | ☐ |
| 4. To re-elect William Hayes as a Director. | ☐ | ☐ | ☐ |
| 5. To re-elect Gonzalo Menéndez as a Director. | ☐ | ☐ | ☐ |
| 6. To re-elect Ramón Jara as a Director. | ☐ | ☐ | ☐ |
| 7. To re-elect Juan Claro as a Director. | ☐ | ☐ | ☐ |
| 8. To re-elect Hugo Dryland as a Director. | ☐ | ☐ | ☐ |
| 9. To re-elect Tim Baker as a Director. | ☐ | ☐ | ☐ |
| 10. To re-elect Ollie Oliveira as a Director. | ☐ | ☐ | ☐ |
Please use a black pen. Mark with an X inside the box as shown in this example.
| 11. To re-elect Andrónico Luksic as a Director. | For | Against | Vote Withheld |
|---|---|---|---|
| ☐ | ☐ | ☐ | ☐ |
| 12. To re-elect Vivianne Blanlot as a Director. | ☐ | ☐ | ☐ |
| 13. To re-elect Jorge Bande as a Director. | ☐ | ☐ | ☐ |
| 14. To re-appoint PricewaterhouseCoopers LLP as auditors. | ☐ | ☐ | ☐ |
| 15. To authorise the Audit and Risk Committee for and on behalf of the Board to fix the remuneration of the auditors. | ☐ | ☐ | ☐ |
| 16. To grant authority to the Directors to allot securities. | ☐ | ☐ | ☐ |
| Special Resolutions | ☐ | ☐ | ☐ |
| 17. To grant power to the Directors to allot securities for cash other than on a pro rata basis to shareholders. | ☐ | ☐ | ☐ |
| 18. To renew the Company's authority to make market purchases of Ordinary Shares. | ☐ | ☐ | ☐ |
| 19. To permit the Company to call general meetings (other than annual general meetings) on 14 clear days' notice. | ☐ | ☐ | ☐ |
I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.
Signature
[Signature line]
Date
DD/MM/YY
In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).
CCS0521 15 AFH
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