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FULLER,SMITH & TURNER PLC — AGM Information 2015
Mar 28, 2015
5193_rns_2015-03-28_aa64f31c-a73d-4a6c-b8d9-84fb01adf320.pdf
AGM Information
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FULLER SMITH & TURNER P.L.C.
Shareholder Reference Number
Indicative Voting Form - Annual General Meeting to be held on 23 July 2015
To be effective, all Indicative Voting Forms must be lodged with the Company's Registrars at: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by Tuesday 21 July 2015 at 11 a.m.
Explanatory Notes:
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- Please indicate, by placing 'X' in the appropriate space overleaf, how you wish your votes to be cast in respect of each of the Resolutions. If this form is duly signed and returned, but without specific direction as to how you wish your votes to be cast, the form will be rejected.
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- The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular Resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a Resolution.
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- Any alterations made in this form should be initialled.
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 PLC accept no liability for any instruction that does not comply with these conditions.
| All Named Holders | |||
|---|---|---|---|
TO THE MEMBERS OF THE EMPLOYEE SHARE INCENTIVE PLAN ("THE PLAN")
Please find enclosed the following documents:
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The 2015 Annual Report of the Company.
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A circular to Members which includes the Notice of the Annual General Meeting to be held on Thursday 23 July 2015.
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An Indicative Voting Form (below) in respect of the AGM.
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A pre-paid envelope for the return of your form.
As you know, your shares under the Plan are currently held on your behalf by a Corporate Trustee, in accordance with HM Revenue & Customs rules. However, the Trustee has agreed to seek the views of the employees for whom they hold shares under the Plan whenever there is a meeting of shareholders (which of course you will all eventually become).
Therefore, please complete and return the Indicative Voting Form below to indicate whether or not you are in favour of the resolutions that are being proposed at the Annual General Meeting. When the Trustees come to vote they will do so in a manner reflecting the votes that you cast.
To be valid your form will need to be received not later than 11.00 am on Tuesday 21 July 2015. So please post your form in good time if you want your views to be taken into account.
Indicative Voting Form
Please use a black pen. Mark with an X inside the box as shown in this example.
I, being a Member of the Fuller, Smith & Turner P.L.C. Share Incentive Plan ("the Plan") hereby request the Trustee of the Scheme to vote at the Annual General Meeting of the Company to be held on Thursday 23 July 2015 at 11 a.m. and at any adjournment thereof, as indicated below.
| Ordinary Resolutions | For | Against | Vote Withheld |
For | Against | Vote Withheld |
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|---|---|---|---|---|---|---|---|---|---|
| 1. | To receive the Accounts and the Reports for the 52 weeks ended 28 March 2015. |
8. | To re-appoint Grant Thornton UK LLP as auditors and authorise the Directors to set the level of their remuneration. |
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| 2. | To declare a final dividend of 10.20 pence per "A" ordinary and "C" ordinary share and 1.02 pence per "B" ordinary share. |
9. | Authority for the new Savings Related Share Option Scheme 2015. |
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| 3. | To approve the Directors' Remuneration Report. | 10. To authorise the Directors to allot shares in the Company. | |||||||
| Special Resolutions | |||||||||
| 4. | To re-elect Lynn Fordham as a Director. | 11. To authorise the Directors to allot new shares without applying pre-emption rights. |
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| 5. | To re-elect John Dunsmore as a Director. | 12. To authorise the Company to buy back A ordinary shares. | |||||||
| 6. | To re-elect Jonathon Swaine as a Director. | Ordinary Resolution 13. To authorise the Company to buy back B ordinary shares. |
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| Special Resolution | |||||||||
| 7. | To re-elect Richard Fuller as a Director. | 14. To amend the notice for general meetings other than Annual General Meetings. |
Signature Date