Proxy Solicitation & Information Statement • Nov 19, 2019
Proxy Solicitation & Information Statement
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| TO: | Fuamari Secretarial 4 Spyrou Kyprianou Av. 3070 Limassol Cyprus Fax Number: Telephone Number: |
Limited, Proxy Department + 357 25 383 033 + 357 25 386 888 |
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|---|---|---|---|---|---|---|
| RE: | (Mr Charalambos Avaratzis) AFI DEVELOPMENT PLC Annual General Meeting to be held on 16th December, 2019 |
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| FROM: | ________ | _______ | ||||
| Name / Company Name | ||||||
| VOTING SHARES NUMBER: | ______ (A Class) | |||||
| SIGNATURE: | __________ | |||||
| Authorised Signatory Name, Signature | ||||||
| CONTACT INFO: | _____________ | |||||
| Telephone / Fax Number / E-mail Address | ||||||
| TOTAL NUMBER SHARES Held as at 6.00 p.m. EEST |
on 18 November 2019: |
___ (A Class) | ||||
The above-noted holder of A ordinary Shares of AFI Development PLC (the "Company") hereby requests and instructs FUAMARI SECRETARIAL LIMITED, as Corporate Secretary, to endeavor, insofar as practicable, to vote or cause to be voted the number of Shares held as at 6.00 p.m. on 18 November 2019 (or, if the AGM is adjourned, at 6.00 p.m. on the day 28 days prior to the adjourned AGM) at the Annual General Meeting of the Company to be held in on 16 December, 2019 in respect of the following resolutions:
| Ordinary shares A Class | ||||||
|---|---|---|---|---|---|---|
| Agenda Item 1: | ||||||
| Adopting the Consolidated Financial Statements of the Company for the year ending 31 December 2018 together with the reports of the Directors and auditors thereon. |
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| □ FOR | □ AGAINST | □ ABSTAIN | ||||
| Agenda Item 2: | ||||||
| Re-electing Mr Elias Ebrahimpour as a Non-Executive Independent Director and Chairman. | ||||||
| □ FOR | □ AGAINST | □ ABSTAIN | ||||
| Agenda Item 3: Re-electing Mr Panayiotis Demetriou as a Non-Executive Independent Director. |
||||||
| □ FOR | □ AGAINST | □ ABSTAIN | ||||
| Agenda Item 4: | ||||||
| Re-electing Mr Avraham Noach Novogrocki as Non-Executive Independent Director. | ||||||
| □ FOR | □ AGAINST | □ ABSTAIN | ||||
| Agenda Item 5: Re-appointing chartered accountants Messrs. KPMG Limited (Cyprus) as the Company auditors and authorising the Directors to agree on their remuneration. |
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| □ FOR | □ AGAINST | □ ABSTAIN |
Approval of the Directors to be generally and unconditionally authorised, in accordance with Articles 10-12 and the terms of any resolution creating new shares, to exercise any power of the Company to allot and grant options or rights to subscribe for or to convert securities into shares of the Company, pursuant to an employee share scheme, up to a maximum nominal amount of USD 104,769.41; such authority to expire on the earlier of the conclusion of the Company's next annual general meeting and 30 December 2020 but, in each case, so that the Company may make offers and enter into agreements during the relevant period which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends and the Directors may allot shares or grant rights to subscribe for or convert securities into share under any such offer or agreement as if the authority had not ended.
□ FOR □ AGAINST □ ABSTAIN
End of resolutions.
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