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AtkinsRéalis Group Inc. — AGM Information 2021
Apr 14, 2021
42607_rns_2021-04-14_a3779d39-6be7-4be9-9ef3-70aba81df4a6.pdf
AGM Information
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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com
Security Class
Shareholder Account Number
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Form of Proxy - Annual Meeting to be held on May 14, 2021
This Form of Proxy is solicited by and on behalf of Management.
Notes to proxy
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Every shareholder has the right to appoint a proxyholder of their choice to attend and act on their behalf at the annual meeting of shareholders (the “Meeting”) of SNC-Lavalin Group Inc. (“SNC-Lavalin”) or any adjournment or postponement thereof. If you wish to appoint a proxyholder other than the Management Nominees whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse). A person or company acting as proxyholder need not be a shareholder of SNC-Lavalin.
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This form of proxy should be signed by the shareholder(s) in the exact manner as the name(s) appear(s) on the form of proxy. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this form of proxy. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this form of form of proxy with signing capacity stated.
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If a date is not inserted in the space provided on the reverse of this form of proxy, it will be deemed to bear the date on which it was mailed to the shareholder by Management.
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The securities represented by this form of proxy will be voted as directed by the shareholder. However, if such a direction is not made in respect of any matter, and the form of proxy appoints the Management Nominees listed on the reverse, this form of proxy will be voted as recommended by Management.
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The securities represented by this form of proxy will be voted in favour, or withheld from voting, or voted against each of the matters described herein, as applicable, in accordance with the instructions of the shareholder, on any ballot that may be called for. If you have specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
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This form of proxy of confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting and Management Proxy Circular or other matters that may properly come before the Meeting or any adjournment or postponement thereof, unless prohibited by law.
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This form of proxy of should be read in conjunction with the accompanying documentation provided by Management.
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Proxies submitted must be received by 11:00 am, Eastern Time, on May 12, 2021.
VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!
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To Receive Documents To Virtually Attend
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To Vote Using the Telephone To Vote Using the Internet Electronically the Meeti ~~n~~ g
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• Call the number listed BELOW from a touch • Go to the following web • You can enroll to receive future shareholder • You can attend the Meeting virtually by tone telephone. site: www.investorvote.com communications electronically by visiting visiting the URL provided on the back of
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1-866-732-VOTE (8683) Toll Free • Scan the QR code Smartphone? www.investorcentre.com. this form of proxy. to vote now.
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Call the number listed BELOW from a touch tone telephone.
If you vote by telephone or the Internet, DO NOT mail back this form of proxy.
Voting by mail or by Internet are the only methods by which a shareholder may appoint a person as proxyholder other than the Management Nominees named on the reverse of this form of proxy. Instead of mailing this form of proxy, you may choose one of the two voting methods outlined above to vote this form of proxy.
To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.
CONTROL NUMBER
01Q0RE
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Appointment of Proxyholder
I/We, being shareholder(s) of SNC-Lavalin Group Inc. (“SNC-Lavalin”) hereby appoint: William L. Young (Chair of the Board) or, failing him Ian L. Edwards (President and Chief Executive Officer) or, failing him AndréeClaude Bérubé (Associate General Counsel and Corporate Secretary),
Print the name of the person you are appointing if this person is someone OR other than the Management Nominees listed herein.
Note: If completing the appointment box above YOU MUST go to http://www.computershare.com/SNC and provide Computershare with the name and email address of the person you are appointing. Computershare will use this information ONLY to provide the appointee with a user name to gain entry to the online meeting.
as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual Meeting of shareholders of SNC-Lavalin (the “Meeting”) to be held online at https://web.lumiagm.com/439549909 on May 14, 2021 at 11:00 am, and at any adjournment or postponement thereof.
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
1. Election of Directors
The Board of Directors and management recommend voting FOR the election of ALL the nominees.
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| The Board of Directors and management r | ecom | mend votingFORthe election ofALLthe nominees. | mend votingFORthe election ofALLthe nominees. | |||||
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| For | Withhold | For | Withhold | For | Withhold | |||
| 01. Gary C. Baughman | 02. Mary-Ann Bell | 03. Christie J.B. Clark | ||||||
| 04. Isabelle Courville | 05. Ian L. Edwards | 06. Steven L. Newman | ||||||
| 07. Michael B. Pedersen | 08. Zin Smati | 09. Benita M. Warmbold | ||||||
| 10. William L. Young |
| For | Withhold | |
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| 2. Appointment of Independent Auditor | ||
| The Board of Directors and management recommend voting FOR the appointment of Deloitte LLP as independent auditor and the authorization to the Directors to fx the auditor’s remuneration. |
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| For | Against |
3. Non-binding Advisory Vote on SNC-Lavalin’s Approach to Executive Compensation
The Board of Directors and management recommend voting FOR the adoption of a resolution providing for a non-binding advisory vote on SNC-Lavalin’s approach to executive compensation.
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Signature(s)
Authorized Signatory(ies)
I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any instructions previously given with respect to the Meeting. If no voting instructions are indicated above, and the proxy appoints the Management Nominees, the securities will be voted as recommended by Management.
Annual Financial Statements – Mark this box if you Interim Financial Statements – Mark this box if you would like to receive the Annual Financial Statements and would like to receive interim financial statements by mail. accompanying Management’s Discussion and Analysis by mail.
Date
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Information Circular – Mark this box if you would like to receive the Management Proxy Circular by mail for the next securityholders meeting.
If you are not mailing back your proxy, you may register online to receive the above financial report(s) by mail at www.computershare.com/mailinglist.
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