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Polymetal International plc — AGM Information 2012
May 21, 2012
6455_agm-r_2012-05-21_7b3b440f-5a6d-4dad-9ee0-d7c9342e12d6.pdf
AGM Information
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Attendance Card
Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.
The Chairman of Polymetal International plc invites you to attend the Annual General Meeting of the Company to be held at Le Hocq Suite, Radisson Blu Hotel, Rue de l'Etau, St Helier, JE2 3WF Jersey, Channel Islands on 13 June 2012 at 11.00 am.
Shareholder Reference Number
Please detach this portion before posting this proxy form.
Form of Proxy - Annual General Meeting to be held on 13 June 2012
| Cast your Proxy onlineIt's fast, easy and secure! | ||
|---|---|---|
| www.investorcentre.co.uk/eproxy You will be asked to enter the Control Number, the Shareholder Reference Number (SRN) and PIN and agree to certain terms and conditions. |
Control Number: 911323 SRN: |
PIN: |
| View the Annual Report online: www.polymetalinternational.com | ||
| Register at www.investorcentre.co.uk/je - manage your shareholding online, the easy way! |
To be effective, all proxy appointments must be lodged with the Company's Registrars at: C/oThe Pavilions, Bridgwater Road, Bristol BS99 6ZY by 11 June 2012 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 proxy to exercise all or any of his 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 discretion as to whether, and if so how, he votes (or if this proxy form has been issued in respect of a designated account for a shareholder, the proxy will exercise his discretion as to whether, and if so how, he votes).
- 2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0870 707 4040 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 (Jersey) Limited accept no liability for any instruction that does not comply with these conditions.
- 4. Pursuant to Article 40 of the Companies (Uncertificated Securities) (Jersey) Order 1999, 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) by 11.00 am on 11 June 2012. 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 the Companies (Uncertificated Securities) (Jersey) Order 1999.
- 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 0870 707 4040 to request a change of address form or go to www.investorcentre.co.uk/je to use the online Investor Centre service.
- 7. Any alterations made to this form should be initialled.
- 8. The completion and return of this form will not preclude a member from attending the meeting and voting in person.
| All Named Holders | |||
|---|---|---|---|
Poll Card To be completed only at the AGM if a Poll is called.
| Ordinary Resolutions | For | Against | Vote Withheld |
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|---|---|---|---|---|
| 1. | To receive the Company's Annual Report and Accounts for the year ended 31 December 2011 and the related Directors' report and Auditor's report. |
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| 2. | To approve the Directors' remuneration report for the year ended 31 December 2011. | |||
| 3. | To declare a final dividend of US\$0.20 per ordinary share for the financial year ended 31 December 2011. | |||
| 4. | To re-elect Mr Bobby Godsell as a Director of the Company. | |||
| 5. | To re-elect Mr Vitaly Nesis as a Director of the Company. | |||
| 6. | To re-elect Mr Konstantin Yanakov as a Director of the Company. | |||
| 7. | To re-elect Ms Marina Grönberg as a Director of the Company. | |||
| 8. | To re-elect Mr Jean Pascal Duvieusart as a Director of the Company. | |||
| 9. | To re-elect Mr Charles Balfour as a Director of the Company. | |||
| 10. | To re-elect Mr Jonathan Best as a Director of the Company. | |||
| 11. | To re-elect Mr Russell Skirrow as a Director of the Company. | |||
| 12. | To re-elect Mr Leonard Homeniuk as a Director of the Company. | |||
| 13. | To re-appoint Deloitte LLP as the Company's Auditors, until the conclusion of the next Annual General Meeting of the Company. |
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| 14. | To authorise the Directors to agree the remuneration of the Auditors. | |||
| 15. | To authorise the Directors to allot equity securities. | |||
| 16. | Special Resolutions To authorise the Company to disapply pre-emption rights. |
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17. To authorise the Company to make market purchases of its own ordinary shares.
Signature
In the case of a Corporation, a letter of representation will be required (in accordance with Article 93 of the Companies (Jersey) Law 1991) 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).
I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Polymetal International plc to be held at Le Hocq Suite, Radisson Blu Hotel, Rue de l'Etau, St Helier, JE2 3WF Jersey, Channel Islands on 13 June 2012 at 11.00 am, and at any adjourned meeting.
* 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. | Vote | Please use a black pen. Mark with an X inside the box as shown in this example. |
Vote | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Resolutions | For | Against | Withheld | For | Against | Withheld | ||||
| 1. | To receive the Company's Annual Report and Accounts for the year ended 31 December 2011 and the related Directors' report and Auditor's report. |
10. | To re-elect Mr Jonathan Best as a Director of the Company. | |||||||
| 2. | To approve the Directors' remuneration report for the year ended 31 December 2011. |
11. | To re-elect Mr Russell Skirrow as a Director of the Company. | |||||||
| 3. | To declare a final dividend of US\$0.20 per ordinary share for the financial year ended 31 December 2011. |
12. | To re-elect Mr Leonard Homeniuk as a Director of the Company. | |||||||
| 4. | To re-elect Mr Bobby Godsell as a Director of the Company. | 13. | To re-appoint Deloitte LLP as the Company's Auditors, until the conclusion of the next Annual General Meeting of the Company. |
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| 5. | To re-elect Mr Vitaly Nesis as a Director of the Company. | 14. | To authorise the Directors to agree the remuneration of the Auditors. |
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| 6. | To re-elect Mr Konstantin Yanakov as a Director of the Company. | 15. | To authorise the Directors to allot equity securities. | |||||||
| 7. | To re-elect Ms Marina Grönberg as a Director of the Company. | 16. | Special Resolutions To authorise the Company to disapply pre-emption rights. |
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| 8. | To re-elect Mr Jean Pascal Duvieusart as a Director of the Company. |
17. | To authorise the Company to make market purchases of its own ordinary shares. |
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| 9. | To re-elect Mr Charles Balfour as a Director of the Company. |
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.
| Signature | Date |
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In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).
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