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Pollard Banknote Limited Proxy Solicitation & Information Statement 2025

Apr 10, 2025

46589_rns_2025-04-10_8f1acb14-d26e-497d-a003-8cce2adcfe81.pdf

Proxy Solicitation & Information Statement

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Caribbean Utilities Company, Ltd.
Proxy — Class A Ordinary Shares

THIS PROXY IS SOLICITED BY MANAGEMENT FOR USE AT THE ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD MONDAY, MAY 12, 2025.

The undersigned holder of Class A Ordinary Shares of Caribbean Utilities Company, Ltd. (the “Company”) hereby appoints J.F. Richard Hew, President and Chief Executive Officer of the Company or, failing him, Letitia T. Lawrence, Chief Financial Officer of the Company or, failing her, Claire J. Stafford, Company Secretary of the Company or, instead of any of them, _________ as proxyholder for the undersigned, with full power of substitution, to attend, act and vote for and on behalf of the holder in accordance with the below direction (or if no directions have been given, as the proxyholder sees fit) and on all other matters that may properly come before the Annual General Meeting of the shareholders of the Company to be held at 3:00 p.m. (Cayman time) on May 12, 2025 (the “Meeting”), and at any adjournment or postponement thereof in the same manner, to the same extent and with the same power as if the undersigned were personally present at the Meeting.

Management of the Company recommends voting FOR the following matters.

Please use dark black pencil or pen.

  1. Election of Directors

  2. Jennifer P. Dilbert

  3. Sheree L. Ebanks
  4. Woodrow S. Foster
  5. Jennifer Frizzelle
  6. Karen Gosse
  7. Sophia A. Harris
  8. J. F. Richard Hew
  9. Stuart Lochray
  10. Mark R. Macfee
  11. Kay Menzies
  12. David A. B. Smailes
  13. Gary J. Smith

  14. Appointment of Auditors

Appointment of Deloitte LLP as auditors of the Company and authorization of the board of directors of the Company to fix the auditors' compensation

FOR WITHHOLD
FOR WITHHOLD
--- ---

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this proxy will be voted FOR each matter by management’s appointees or, if you appoint another person, as such other person sees fit. This proxy, when properly executed, confers discretionary authority with respect to amendments or variations to matters identified in the Notice of Meeting dated March 21, 2025 and with respect to such other matters as may properly come before the Meeting.

DATED this __ day of __, 2025.

(Please print name) (Signature of Shareholder)

(Number of Class A Ordinary Shares)

Instructions: (Please use dark black pencil or pen.)

  1. Please sign exactly as your name appears on the proxy. This proxy must be signed by you or your attorney duly authorized in writing or, if you are a corporation, by an officer or the corporation’s duly authorized attorney. The corporate seal of a shareholder that is a corporation should be affixed. Each shareholder has the right to appoint a person to represent such shareholder at the Meeting other than the persons already designated by the Company above. Such right may be exercised by inserting in the space provided the name of the person to be appointed, who need not be a shareholder of the Company.

  2. Please date the proxy. This proxy shall be deemed to be dated the date on which it is mailed to you if it is not returned dated.


How to Vote

INTERNET

  • Go to www.meeting-vote.com
  • Cast your vote online
  • View Meeting documents

To vote by Internet you will need your control number. If you vote by Internet, do not return this proxy.

MAIL, FAX OR EMAIL

Complete and return your signed proxy in the envelope provided or send to:

TSX Trust Company
Attn Proxy Dept.
P.O. Box 721
Agincourt, ON M1S 0A1

  • You may alternatively fax your proxy toll free to 416-595-9593 or scan and email to [email protected].

An undated proxy is deemed to be dated on the day it was received by TSX Trust Company