Proxy Solicitation & Information Statement • Apr 17, 2025
Proxy Solicitation & Information Statement
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(Incorporated in England and Wales with Registered No. 10758801)
Form of Proxy for completion by holders of shares of Energean PLC (the "Company") listed on the Tel-Aviv Stock Exchange Ltd. ("TASE") in respect of the Annual General Meeting of the shareholders (the "General Meeting") to be held at 9:00 a.m. (London time) / 11:00 a.m. (Tel Aviv time) on Thursday, May 22, 2025 at Stifel Nicolaus Europe Limited at 150 Cheapside, London, EC2V 6ET, United Kingdom.
I/We ………………………………………………………………………………………………………………… ………………………………………….………………………………………….…………………………
Please insert full name(s) and address(es) in BLOCK CAPITALS
of
………………………………………………………………………………………………………………… ………………………………………….………………………………………….…………………………
being a holder of share(s) of Energean PLC listed on the Tel-Aviv Stock Exchange and entitled to attend and vote, hereby appoint
………………………………………………………………………………………………………………… ……………………………………………………………………………………… (the "TASE Member") 1
to vote on my behalf in person or by proxy at the General Meeting and at any adjourned or postponed General Meeting as directed by an "X" in the appropriate box opposite the Resolution.
Please indicate with an "X" in the spaces below how you wish your vote to be cast.
If no indication is given, you will be deemed as instructing the TASE Member (or his proxy) to abstain from voting.
| Resolution | FOR | AGAINST | ABSTAIN | |
|---|---|---|---|---|
| Ordinary Resolution | ||||
| 1 | To receive and adopt the Company's annual accounts for the financial year ended 31 December 2024, together with the Directors' report and the Auditors report on those accounts. |
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| 2 | To approve the Directors' Remuneration Report. | |||
| 3 | To approve the Directors' Remuneration Policy. | |||
| 4 | To approve the amendments to the rules of the Long-Term Incentive Plan. |
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| 5 | To re-appoint Ms Karen Simon as a director of the Company. |
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| 6 | To re-appoint Mr Matthaios Rigas as a director of the Company. |
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| 7 | To re-appoint Mr Panagiotis Benos as a director of the Company. |
1 Please insert the name of the broker, bank or other nominee through which you hold your shares and who'll be voting the shares on your behalf.
| 8 | To re-appoint Mr Andrew Bartlett as a director of the Company. |
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|---|---|---|
| 9 | To re-appoint Mr Martin Houston as a director of the Company. |
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| 10 | To re-appoint Mr Andreas Persianis as a director of the Company. |
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| 11 | To re-appoint Mr Efstathios Topouzoglou as a director of the Company. |
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| 12 | To re-appoint Ms Kimberley Wood as a director of the Company. |
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| 13 | To appoint Mrs Sayma Cox as a director of the Company. |
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| 14 | To re-appoint Ernst & Young LLP as auditors of the Company. |
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| 15 | To authorise the Directors to set the remuneration of the auditors. |
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| 16 | To authorise the Directors to allot shares. | |
| Special Resolution | ||
| 17 | To authorise the Directors to disapply pre emption rights. |
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| 18 | To authorise the Directors to disapply pre emption rights for acquisitions. |
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| 19 | To approve the calling of a general meeting, other than an annual general meeting, on not less than 14 clear days' notice. |
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| 20 | To authorise the Company to make market purchases of its own ordinary shares. |
Signed …………………………………………..
Date: …………………………………………....
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