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CRH PLC

Proxy Solicitation & Information Statement Mar 21, 2023

1980_agm-r_2023-03-21_fa7dabc0-20d7-4bb2-8c9d-1cc10f90fb58.pdf

Proxy Solicitation & Information Statement

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Please indicate with an "X" in the boxes below how you wish your votes to be cast. (See notes overleaf)

Resolutions to be voted on are set out in detail in the AGM Notice. Vote
Withheld See
For Against note 5
1. Review of Company's affairs and consideration of Financial Statements and Reports of Directors
(including the Governance Appendix) and Auditors for the year ended 31 December 2022
The 2022 Annual Report and
Form 20-F and other
documentation, including the
2. Declaration of a dividend on Ordinary Shares
3. Consideration of Directors' Remuneration Report
4. Re-election of Directors: Notice of the Annual General
Meeting, are available on the
(a) R. Boucher CRH website, www.crh.com.
Shareholders holding shares
in certificated form wishing
to appoint a proxy by
electronic means may do so
at any time up to 11.00 a.m.
(Irish time) on Tuesday, 25
April 2023 by accessing the
Registrar's website,
www.signalshares.com,
entering CRH plc in the
company name field and
following the instructions on
the website.
Details on how Shareholders
holding shares in
uncertificated form can vote
electronically at the 2023
AGM are set out in the
Notice of the Annual General
Meeting.
(b) C. Dowling
(c) R. Fearon
(d) J. Karlström
(e) S. Kelly
(f) B. Khan
(g) L. McKay
(h) A. Manifold
(i) J. Mintern
(j) G.L. Platt
(k) M.K. Rhinehart
(l) S. Talbot
(m) C. Verchere
5. Remuneration of Auditors
6. Continuation of Deloitte Ireland LLP as Auditors
7. Authority to allot Shares
8. Disapplication of pre-emption rights
9. Authority to purchase own Ordinary Shares
10. Authority to reissue Treasury Shares

CRH plc Form of Proxy for Annual General Meeting

I/We the undersigned being an Ordinary Shareholder(s) of the Company HEREBY APPOINT the chairman of the meeting with full power of substitution (see note 3)

....................................................................................................................... as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at 11.00 a.m. (Irish time) on 27 April 2023 and at any adjournment thereof. I/We direct my/our proxy to vote on the resolutions set out in the AGM Notice as instructed and in respect of other resolutions that may arise at the meeting as the proxy thinks fit. (see note 5)

This proxy may be exercised in respect of all/_______________ (see note 7) shares registered in my/our name(s).

Signed: ..........................................................................................................................................Date: ..................................................

CRH plc Annual General Meeting 2023

Royal Marine Hotel, Marine Road, Dun Laoghaire, Co. Dublin, Thursday, 27 April 2023 at 11.00 a.m. (Irish time)

Attendance Form Ordinary Shareholders

Please do not post this section of the form but present it personally to gain admittance to the meeting

Signature:

Notes on completing proxy form:

  • 1.A copy of the Notice convening the Annual General Meeting which contains explanatory notes for the agenda items is available on the CRH website, www.crh.com/investors/shareholder-centre/agm.
    1. For the purposes of Section 1373(4) of the CompaniesAct 2014, the Directors' Report for the year ended 31 December 2022 includes the Governance Appendix (available on the CRH website, www.crh.com), a copy of which will be appended to the Directors' Report laid before the 2023 Annual General Meeting for consideration by Shareholders.
    1. If it is desired to appoint another person as proxy, the words "the chairman of the meeting" should be deleted and the name of the proxy, who need not be a Shareholder of the Company, inserted instead.AShareholder may appoint one or more proxies. If you would like to appoint more than one proxy, please contact the Company's Registrars, Link Registrars Limited (Tel +353 1 553 0050), to receive an additional Proxy Form. Please note that proxies may be asked to present identification.
    1. The return of a Proxy Form will not preclude any registered Shareholder from attending the meeting, speaking, asking questions and voting in person should he/she wish to do so.
    1. Please indicate how you wish your proxy to vote by placing an "X" in the appropriate box. A proxy is required to vote in accordance with any instructions given to him/her. The Vote Withheld option is provided to enable you to abstain on any particular resolution. It should be noted, however, that it is not a vote in law and will not be counted in the calculation of the proportion of the votes for and against the resolution. Unless otherwise directed, and in respect of any other resolutions proposed during the meeting, the proxy will vote as he/she thinks fit or abstain from voting.
    1. This Proxy Form together with the power of attorney or other authority, if any, under which it is signed or a certified copy thereof must be received by the Company's Registrars, Link Registrars Limited, PO Box 7117, Dublin 2, Ireland (if delivered by post) or at Link Registrars Limited, Suite 149, The Capel Building, Mary's Abbey, Dublin 7, D07 DP79, Ireland (if delivered by hand during normal business hours) not later than 11.00 a.m. on 25April 2023.Aproxy may also be appointed by shareholders electronically as explained overleaf.
    1. If a proxy is not to have the authority to vote all shares registered in the name of the Shareholder, the Shareholder should specify the number of shares which may be voted by the proxy, where indicated overleaf. Where the number of shares is not inserted, a proxy will be deemed to have authority to vote all of the shares registered in the Shareholder's name.
    1. Where the appointer is a body corporate this form must be under seal or signed by a duly authorised officer or attorney of the body corporate.
    1. Where there are joint holders, the vote of the senior shall be accepted to the exclusion of the votes of the other registered holders of the shares and for this purpose seniority shall be determined by the order in which the names stand in the Register of Members.
    1. Should registered Shareholders (or their duly appointed proxies) attend in person, they may not use cameras, smart phones or other audio, video or electronic recording devices, unless expressly authorised by the chairman of the meeting.
    1. Only those members registered in the Register of Members of the Company at 7.00 p.m. (Irish time) on 23 April 2023 or if the AGM is adjourned, at the close of business 4 days before the time appointed for the adjourned meeting shall be entitled to attend, speak, ask questions and in respect of the number of shares registered in their name, vote at the meeting, or if relevant, any adjournment thereof. Changes in the register after that time and date will be disregarded in determining the right of any person to attend and/or vote at the meeting or any adjournment thereof.

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