Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

FULLER,SMITH & TURNER PLC Proxy Solicitation & Information Statement 2024

Jun 28, 2024

5193_agm-r_2024-06-28_c5816bd3-cf6b-40e2-9298-0bf82000309d.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

Please detach this portion before posting this proxy form.

Form of Proxy - Annual General Meeting to be held on 23 July 2024

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.

PIN: 1245 SRN: C0000000000 Control Number: 919246

View the Annual Report online: www.fullers.co.uk/corporate/investors/financial-reports

Register at www.investorcentre.co.uk - elect for electronic communications & manage your shareholding online!

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 July 2024 at 11.00 am.

Explanatory Notes:

  • 1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as his/her proxy to exercise all or any of his/her rights, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse). If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If returned without an indication as to how the proxy shall vote on any particular matter, the proxy will exercise his/her discretion as to whether, and if so how, he/she votes (or if this proxy form has been issued in respect of a designated account for a shareholder, the proxy will exercise his/her discretion as to whether, and if so how, he/she votes).
  • 2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 889 4096 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
  • 3. 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.

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.

  • 4. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at close of business on the day which is two days before the day of the meeting. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.
  • 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 24 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 35(5)(a) of the Uncertificated Securities Regulations 2001.
  • 6. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0370 889 4096 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.

8. The completion and return of this form will not preclude a member from attending the meeting and voting in person.

MR A SAMPLE < Designation> Additional Holder 1 Additional Holder 2 Additional Holder 3 Additional Holder 4

To be completed at the AGM.

Poll Card To be completed at the AGM.
Ordinary Resolutions For Against Vote
Withheld
For Against Vote
Withheld
1. 2024. To receive the Annual Report and Accounts for the 52 weeks ended 30 March 8. To re-elect Fred Turner.
2. 1.112 pence per 'B' ordinary share. To declare a final dividend of 11.12 pence per 'A' and 'C' ordinary share and 9. To re-appoint Ernst & Young LLP as auditor of the Company.
3. To approve the 2024 Directors' Remuneration Report. 10. To authorise the Directors to set the level of remuneration of the auditor.
4. To approve the 2024 Directors' Remuneration Policy. 11. To authorise the Directors to allot new shares in the Company.
5. To re-elect Juliette Stacey. 12. Special Resolutions
To authorise the Directors to allot new shares without applying pre-emption
rights.
6. To re-elect Robin Rowland. 13. To authorise the Company to purchase 'A' ordinary shares.
7. To re-elect Simon Emeny. 14. To amend the notice period for general meetings other than annual general
meetings.
Signature
In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act
2006) unless this has already been lodged at registration.
Form of Proxy Please complete this box only if you wish to appoint a third party proxy other than the Chairman.
Please leave this box blank if you want to select the Chairman. Do not insert your own name(s).

* C0000000000
1. Ordinary Resolutions
weeks ended 30 March 2024.
* For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).
Please mark here to indicate that this proxy appointment is one of multiple appointments being made.
To receive the Annual Report and Accounts for the 52
For Against Vote
Withheld
8. Please use a black pen. Mark with an X
inside the box as shown in this example.
To re-elect Fred Turner.
For Against Vote
Withheld
2. To declare a final dividend of 11.12 pence per 'A' and 'C'
ordinary share and 1.112 pence per 'B' ordinary share.
9. To re-appoint Ernst & Young LLP as auditor of the
Company.
3. To approve the 2024 Directors' Remuneration Report. 10. To authorise the Directors to set the level of remuneration
of the auditor.
4. To approve the 2024 Directors' Remuneration Policy. 11. To authorise the Directors to allot new shares in the
Company.
5. To re-elect Juliette Stacey. Special Resolutions
12. To authorise the Directors to allot new shares without
applying pre-emption rights.
6. To re-elect Robin Rowland. 13. To authorise the Company to purchase 'A' ordinary shares.
7. To re-elect Simon Emeny. 14. To amend the notice period for general meetings other
than annual general meetings.
Signature Date 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.

H 6 9 5 0 8 F L R

authorised, stating their capacity (e.g. director, secretary).

MR A SAMPLE < DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA

All Correspondence to: Computershare Investor Services PLC The Pavilions, Bridgwater Road Bristol, BS99 6ZY Tel: +44(0) 370 889 4096

*00000102020110*

Shareholder Reference Number

C0000000000

Notice of Availability - Annual General Meeting to be held on 23 July 2024

Important - please read carefully

You can now access the Annual Report and Notice of Meeting, by visiting this website:

www.fullers.co.uk/corporate/investors/financial-reports

Would you like to receive electronic communications in the future?

Please submit your email address by visiting our Investor Centre website:

www.investorcentre.co.uk/ecomms

SRN: C0000000000 !

YOUR SHAREHOLDER REFERENCE NUMBER (SRN) IS IMPORTANT, PLEASE KEEP IT IN A SAFE PLACE.

Computershare Investor Services PLC (CIS PLC) is authorised and regulated by the Financial Conduct Authority. CIS PLC is registered in England & Wales, Company No. 3498808, at: The Pavilions, Bridgwater Road, Bristol BS13 8AE.