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Antofagasta PLC — Proxy Solicitation & Information Statement 2023
Mar 31, 2023
4674_agm-r_2023-03-31_0aa0b78c-6c33-4a75-a9ed-9a8c432795d7.pdf
Proxy Solicitation & Information Statement
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Additional Holders:
The Chairman of ANTOFAGASTA PLC invites you to attend the Annual General Meeting of the Company to be held as a hybrid meeting at Church House Westminster, Dean's Yard, London SW1P 3NZ and electronically by live broadcast using the Summit platform (meetnow.global/AFGAGM2023) on 10 May 2023 at 2.00 pm.
Shareholder Reference Number
Please detach this portion before posting the proxy form below.
Form of Proxy for Ordinary Shareholders - Annual General Meeting to be held on 10 May 2023

Kindly Note: This form is issued only to the addressee(s) and is specific to the All Named 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 PLC accept no liability for any instruction that does not comply with these conditions.
named first in the Register of Members of the Company.
| Poll Card To be completed at the Annual General Meeting, if a poll is called. | |
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| Vote | |||
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| 1. | Ordinary Resolutions To receive the accounts and the reports of the Directors and of the auditors for the year ended 31 December 2022. |
For Against Withheld | |
| 2. | To approve the Directors' and CEO Remuneration Report (excluding the Directors' and CEO Remuneration Policy) for the year ended 31 December 2022. |
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| 3. | To approve the Directors' and CEO Remuneration Policy, the full text of which is set out in the Remuneration section of the Annual Report and Financial Statements of the Company for the year ended 31 December 2022, to take effect immediately after the end of the 2023 Annual General Meeting. |
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| 4. | To declare a final dividend. | ||
| 5. | To re-elect Jean-Paul Luksic as a Director. | ||
| 6. | To re-elect Tony Jensen as a Director. | ||
| 7. | To re-elect Ramón Jara as a Director. | ||
| 8. | To re-elect Juan Claro as a Director. | ||
| 9. | To re-elect Andrónico Luksic as a Director. | ||
| 10. To re-elect Vivianne Blanlot as a Director. | |||
| 11. To re-elect Jorge Bande as a Director. | |||
| 12. To re-elect Francisca Castro as a Director. |
| 13. To re-elect Michael Anglin as a Director. | For Against Withheld | |
|---|---|---|
| 14. To re-elect Eugenia Parot as a Director. | ||
| 15. To re-elect as a director any person who has been appointed as director by the Board in accordance with the Company's Articles of Association after 23 March 2023 but prior to this Annual General Meeting. |
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| 16. To re-appoint PricewaterhouseCoopers LLP as auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which the accounts are laid before the Company. |
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| 17. To authorise the Audit and Risk Committee for and on behalf of the Board to determine the remuneration of the auditors. |
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| 18. To authorise the Directors to allot securities. | ||
| Special Resolutions 19. To empower the Directors to allot securities free from pre-emption rights. |
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| 20. To empower the Directors to allot securities free from pre-emption rights for the purposes of an acquisition or a specified capital investment. |
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| 21. To authorise the Company to make market purchases of ordinary shares. | ||
| 22. To permit the Company to call general meetings (other than annual general meetings) on not less than 14 clear days' notice. |
Vote
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 as a hybrid meeting at Church House Westminster, Dean's Yard, London SW1P 3NZ and electronically by live broadcast using the Summit platform (meetnow.global/AFGAGM2023) on 10 May 2023 at 2.00 pm, 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.
Please use a black pen. Mark with an X X inside the box as shown in this example.
| 1. | Ordinary Resolutions To receive the accounts and the reports of the Directors and of the auditors for the year ended 31 December 2022. |
For | Vote Against Withheld |
12. | To re-elect Francisca Castro as a Director. | For | Vote Against Withheld |
|---|---|---|---|---|---|---|---|
| 2. | To approve the Directors' and CEO Remuneration Report (excluding the Directors' and CEO Remuneration Policy) for the year ended 31 December 2022. |
13. | To re-elect Michael Anglin as a Director. | ||||
| 3. | To approve the Directors' and CEO Remuneration Policy, the full text of which is set out in the Remuneration section of the Annual Report and Financial Statements of the Company for the |
14. 15. |
To re-elect Eugenia Parot as a Director. To re-elect as a director any person who has been appointed as director by the Board in accordance with the Company's Articles |
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| 4. | year ended 31 December 2022, to take effect immediately after the end of the 2023 Annual General Meeting. To declare a final dividend. |
16. | of Association after 23 March 2023 but prior to this Annual General Meeting. To re-appoint PricewaterhouseCoopers LLP as auditors of the |
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| 5. | To re-elect Jean-Paul Luksic as a Director. | Company to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which the accounts are laid before the Company. |
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| 6. | To re-elect Tony Jensen as a Director. | 17. | To authorise the Audit and Risk Committee for and on behalf of the Board to determine the remuneration of the auditors. |
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| 7. | To re-elect Ramón Jara as a Director. | 18. | To authorise the Directors to allot securities. Special Resolutions |
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| 8. | To re-elect Juan Claro as a Director. | 19. | To empower the Directors to allot securities free from pre-emption rights. |
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| 9. | To re-elect Andrónico Luksic as a Director. | 20. | To empower the Directors to allot securities free from pre-emption rights for the purposes of an acquisition or a specified capital |
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| 10. | To re-elect Vivianne Blanlot as a Director. | 21. | investment. To authorise the Company to make market purchases of ordinary shares. |
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| 11. | To re-elect Jorge Bande as a Director. | 22. | To permit the Company to call general meetings (other than annual general meetings) on not less than 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 Date

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).