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Bakkavor Group PLC AGM Information 2021

Apr 20, 2021

4989_agm-r_2021-04-20_3e19cfcf-c4e1-480c-b6fc-ee6d15235938.pdf

AGM Information

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ATTENDANCE CARD

Bakkavor Group plc (the 'Company') Annual General Meeting ('AGM' or 'Meeting') to be held at Fitzroy Place, 5th Floor, 8 Mortimer Street, London W1T 3JJ, on Thursday 20 May 2021 at 10.00am.

Shareholder Reference Number:

NOTICE OF AVAILABILITY – Important; please read carefully.

You can now access the Annual Report and Accounts 2020 and Notice of Annual General Meeting 2021 ('Notice of AGM') at www.bakkavor.com/investors. You can submit your proxy online at www.sharevote.co.uk using the details on the form of proxy below.

You are advised to read the full Notice of AGM before deciding how to vote. It is also recommended that you read the full Annual Report and Accounts 2020.

SHAREHOLDER COMMUNICATION

The purpose of this form is to ask you to consider how you would like to receive shareholder communications in the future. If you currently receive shareholder communications by post, you can choose to increase the speed with which you access shareholder documents and also help reduce the impact on the environment by not only reading our Annual Report and Accounts online, but also by choosing to receive your form of proxy voting instructions via email and voting electronically. Please choose one of the following options below:

Option 1 (written notification)
To receive written notifications by post when
shareholder documents are available on our
website at www.bakkavor.com.
→ No action required.
Option 2 (email notification)
To receive email notifications when shareholder
documents are available on our website at
www.bakkavor.com.
→ Register at www.shareview.co.uk.
Option 3 (paper)
To continue to receive paper shareholder
documents through the post, tick the box and
return this form to our registrars, Equiniti. This
card does not require an envelope or a stamp.

If we do not hear from you by 18 May 2021, you will be deemed to have agreed to Option 1.

Shareholder Reference Number:

Shareholder Reference Number:

FORM OF PROXY

BAKKAVOR GROUP PLC ANNUAL GENERAL MEETING ('AGM') TO BE HELD ON THURSDAY 20 MAY 2021 AT 10.00AM

Name of proxy:

Voting ID: Task ID:

You can submit your proxy electronically, using Number of shares (if not full voting entitlement) (see Notice of AGM) the above details, at www.sharevote.co.uk. I / We, the undersigned, being a member / members of

Bakkavor Group plc (the 'Company') hereby appoint the Chairman of the AGM or: as my / our proxy to exercise all or any of my / our rights to attend, speak and vote in respect of my / our voting entitlement on my / our behalf at the AGM of the Company to be held on Thursday 20 May 2021 at 10.00am and at any adjournment thereof. The proxy will vote on the resolutions listed below as indicated. The proxy will vote at his / her discretion, or withhold from voting on any resolution listed below, if no instruction is given regarding that resolution and on any other business transacted at the AGM.

Please mark this box to indicate if this proxy appointment is one of multiple appointments being made. Please indicate your vote by marking the appropriate boxes in black or blue ink like this: X

Ordinary Resolutions For Against Withheld Ordinary Resolutions For Against Withheld
1. To receive the Company's audited accounts and the 13. To re-elect Lydur Gudmundsson as a Director
reports of the Directors and the Auditors for the year
ended 26 December 2020
14. To re-elect Patrick Cook as a Director
2. To approve the Directors' Remuneration Report
(excluding the Directors' Remuneration Policy)
15. To reappoint PricewaterhouseCoopers LLP as
Auditors of the Company
3. To approve the Directors' Remuneration Policy 16. To authorise the Audit & Risk Committee to
determine the remuneration of the Auditors
4. To declare a deferred final dividend for the year
ended 28 December 2019 of 4p per ordinary share
17. To authorise the Directors to allot shares pursuant
to section 551 of the Companies Act 2006
5. To elect Ben Waldron as a Director Special Resolutions
6. To elect Mike Edwards as a Director 18. To empower the Directors to disapply pre-emption
7. To elect Umran Beba as a Director rights in certain circumstances
8. To elect Jill Caseberry as a Director
To re-elect Simon Burke as a Director
10. To re-elect Agust Gudmundsson as a Director
19. To empower the Directors to disapply pre-emption
9. rights for financing and refinancing particular
acquisitions and other capital investments
20. To authorise the Company to purchase its own shares
11. To re-elect Denis Hennequin as a Director 21. To allow a general meeting to be called on 14 clear
12. To re-elect Jane Lodge as a Director days' notice

Notes to help you complete this form are in the Notice of AGM. You should read these carefully before completing this form. Please mark this box if signing on behalf of the shareholder as power of attorney, receiver or third party.

This card should not be used for comments, change of address or other queries. Please send separate instruction.

Signature Date

BN99 8LU LANCING Spencer Road Aspect House Equiniti Freepost RTHJ-CLLL-KBKU AAATDFAADAADAFDDDATTDADTDDFAFADFFADF

BN99 8LU

LANCING

Spencer Road

Aspect House

Equiniti

Freepost RTHJ-CLLL-KBKU

AAATDFAADAADAFDDDATTDADTDDFAFADFFADF

Freepost RTHJ-CLLL-KBKU

AAATDFAADAADAFDDDATTDADTDDFAFADFFADF

Equiniti Aspect House Spencer Road

LANCING BN99 8LU

NOTES FOR COMPLETION OF FORM OF PROXY

    1. For comprehensive notes for completion of the form of proxy, please refer to the Notice of AGM.
    1. Shareholders are entitled to appoint another person to attend the Meeting and vote on their behalf using the form of proxy. The proxy need not be a shareholder. You may still attend the Meeting and vote even if you return the form of proxy. If you wish to appoint more than one proxy, please refer to the detailed instructions in the Notice of AGM. Given the uncertainty around whether shareholders will be able to attend the AGM, we recommend that all shareholders appoint the Chair of the meeting as proxy. This will ensure that your vote will be counted even if attendance at the meeting is restricted or you are unable to attend in person.
    1. If you do not indicate how you wish your proxy to vote, the proxy will be entitled to exercise discretion as to how and whether to vote on any resolution.
    1. In order to be valid, this form of proxy must be received by Equiniti by no later than 10.00am on Tuesday 18 May 2021.
    1. If you wish to vote via the internet, you can do so at www.sharevote.co.uk. You will require the Voting ID, Task ID and Shareholder Reference Number shown on the form of proxy.
    1. CREST members who wish to utilise the CREST proxy appointment service may do so by following the procedures described in the CREST manual and the Notice of AGM.
    1. If you have any queries, please contact our Registrars, Equiniti Limited, on 0371 384 2030. From outside the UK please call + 44 (0) 121 415 7047. Lines are open between 08.30am and 5.30pm Monday to Friday – excluding public holidays in England and Wales.

AAATDFAADAADAFDDDATTDADTDDFAFADFFADF

Freepost RTHJ-CLLL-KBKU Equiniti Aspect House Spencer Road LANCING BN99 8LU