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Aptitude Software Group PLC — AGM Information 2010
Dec 31, 2010
5267_agm-r_2010-12-31_1d8f8a1d-79c4-4c47-87f9-51fea4d9031e.pdf
AGM Information
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ATTENDANCE CARD
MICROGEN plc - ANNUAL GENERAL MEETING
You may submit your proxy electronically using The Share Portal service at www.capitashareportal.com. If not already registered for The Share Portal, you will need your Investor Code below.
Notes:
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- If a Shareholder wishes to appoint as a proxy a person other than the Chairman of the meeting, the name and address of the other person
should be inserted in block capitals in the space provided and the words "the Chairman of the Meeting" deleted and initialled. A proxy need not be a Shareholder but must attend the meeting in person. Any alternation or deletion must be signed or initialled.
- If a Shareholder wishes to appoint as a proxy a person other than the Chairman of the meeting, the name and address of the other person
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- To appoint more than one proxy you may photocopy this form. Please indicate the proxy holder's name and the number of shares in relation to Indicate the proxy moder s name and the number of states in relation to
which they are authorised to act as your proxy (which, in aggregate, should
not exceed the number of shares held by you). Please also indicate if the
- To appoint more than one proxy you may photocopy this form. Please indicate the proxy holder's name and the number of shares in relation to Indicate the proxy moder s name and the number of states in relation to
- Please indicate with an "X" in the appropriate box how you wish to vote. If you do not do so, and unless otherwise instructed, the proxy will vote or abstain as he thinks fit. The proxy will act at his discretion in relation to any other business arising at the meeting (including any Resolution to amend a Resolution or to adjourn the meeting).
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- In the case of a corporation, this proxy form should be executed as a deed or under the hand of a duly authorised officer or attorney. In all other cases, this proxy form should be signed by the appointor or his attorney duly authorised in writing. The directors may, but shall not be bound to, require
evidence of authority of such attorney or such officer. In the case of joint holders, the signature of any one of them shall suffice, but the vote of the
senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders or their proxies and for this purpose seniority shall be determined by the order in which the names stand in the register of members. The names of all joint holders should be shown
- In the case of a corporation, this proxy form should be executed as a deed or under the hand of a duly authorised officer or attorney. In all other cases, this proxy form should be signed by the appointor or his attorney duly authorised in writing. The directors may, but shall not be bound to, require
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- Use of this proxy form does not preclude a Shareholder from attending the meeting and voting in person.
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- To be valid, this proxy form must be lodged together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, at the Company's Registrars,
Capita Registrars, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU, not later than 9.00 am on Friday 15 April 2011.
- To be valid, this proxy form must be lodged together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, at the Company's Registrars,
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- If you prefer, you may return the proxy form to the Registrar in an envelope addressed to FREEPOST RSBH-UXKS-LRBC, PXS, 34 Beckenham Road, Beckenham, BR3 4TU.
To be held at: Fleet House, 3 Fleetwood Park, Barley Way, Fleet, Hampshire GU51 2QJ on Tuesday 19 April 2011
If you wish to attend this Meeting in your capacity as a holder of Ordinary Shares, please sign this card and on arrival hand it to the Company's registrars. This will facilitate entry to the meeting.
Signature of person attending Barcode
Investor Code
FORM OF PROXY MICROGEN plc - ANNUAL GENERAL MEETING
| Barcod |
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| Investor Cod |
I/We being (a) holders) of Ordinary Shares of 5p each in the Company hereby appoint the Chairman of the Meeting (see note 1). Name of Proxy Number of shares proxy appointed over
Event Code:
as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at Fleet House, 3 Fleetwood Park, Barley Way, Fleet, Hampshire GU51 2QJ on Tuesday 19 April 2011 at 9.00 am or at any adjournment thereof as directed below.
| RESOLUTIONS | Please mark 'X' to indicate how you wish to vote |
요 | Against | Vote Withheld | RESOLUTIONS | Please mark 'X' to indicate how you wish to vote |
인 | Against | Vote Withheld | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Business | Special Business | ||||||||||
| To receive and adopt the financial statements for the year ended No 1 31 December 2010 |
No 9 | To authorise directors to allot securities | |||||||||
| To approve the Remuneration Committee Report for the year No 2 ended 31 December 2010 |
No 10 | To disapply pre-emption rights within the stated limits | |||||||||
| To declare a final dividend of 2.1p per ordinary share No 3 |
No 11 | To authorise the purchase of the Company's own shares | |||||||||
| No 4 | of the Company | To re-appoint David Sherriff, who retires by rotation, as a Director | No 12 | To authorise a general meeting being held on 14 clear days notice | |||||||
| No 5 | To re-appoint Paul Davies as a Director of the Company | ||||||||||
| No 6 | To re-appoint Ralph Kanter as a Director of the Company | ||||||||||
| No 7 | Company | To re-appoint PricewaterhouseCoopers LLP as auditors of the | |||||||||
| No 8 | To authorise the Audit Committee to agree auditors' remuneration | ||||||||||