Proxy Solicitation & Information Statement • May 24, 2016
Proxy Solicitation & Information Statement
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All Correspondence to: Computershare Investor Services (Guernsey) Limited C/o The Pavilions, Bridgwater Road, Bristol, BS99 6ZY
Cast your Proxy online...It's fast, easy and secure! www.investorcentre.co.uk/eproxy
You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN shown opposite and agree to certain terms and conditions.
View the Annual Report online: www.bhmacro.com
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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 22 June 2016 at 1.30 pm.
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 (Guernsey) Limited accept no liability for any instruction that does not comply with these conditions.
5. 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 34 of the Uncertificated Securities (Guernsey) Regulations 2009.
Control Number: 913676
PIN: SRN:
| All Named Holders | |
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Please complete this box only if you wish to appoint a third party proxy other than the Chairman or the Company Secretary. Please leave this box blank if you want to select the Chairman or the Company Secretary. Do not insert your own name(s).
| I/We hereby appoint the Chairman of the Meeting or the Company Secretary 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 BH Macro Limited to be held at Trafalgar Court, Les Banques, St Peter Port, Guernsey GY1 3QL on 24 June 2016 at 1.30 pm, and at any adjourned meeting. |
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| * For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). Please use a black pen. Mark with an X Please mark here to indicate that this proxy appointment is one of multiple appointments being made. inside the box as shown in this example. |
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| Ordinary Resolutions | For | Against | Vote Withheld |
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| 1. | That the Annual Audited Financial Statements of the Company for the period ended 31 December 2015, together with the Reports of the Directors and the Auditors thereon, be received and considered. |
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| 2. | That KPMG Channel Islands Limited be re-appointed as Auditors until the conclusion of the next annual general meeting. | |||
| 3. | That the Board of Directors be authorised to determine the remuneration of the Auditors. | |||
| 4. | That Ian Plenderleith be re-elected as a Director. | |||
| 5. | That Huw Evans be re-elected as a Director. | |||
| 6. | That Colin Maltby be re-elected as a Director. | |||
| 7. | That Claire Whittet be re-elected as a Director. | |||
| 8. | That John Le Poidevin be elected as a Director. | |||
| 9. | That the Directors' Remuneration Report contained in the Annual Audited Financial Statements of the Company for the period ended 31 December 2015 be approved. |
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| 10. That the Directors be generally and uncondtionally authorised to allot and issue shares. | ||||
| Special Resolutions | ||||
| 11. That the Company be and is hereby generally and unconditionally authorised in accordance with the Companies (Guernsey) Law, 2008, as amended (the "Companies Law"), to make market acquisitions of its own shares. |
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| 12. That, in accordance with Article 6.4 of the Articles, the Directors be empowered to allot and issue shares for cash. | ||||
| 13. That the amendments to the articles of incorporation of the Company described in the Company's circular to shareholders dated 24 May 2016 and produced to the Meeting be and are hereby approved and adopted. |
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 |
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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).
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