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Severn Trent PLC — Proxy Solicitation & Information Statement 2017
May 22, 2017
4706_agm-r_2017-05-22_e6cc67db-0df6-4eb2-b6a2-4b5baa6030db.pdf
Proxy Solicitation & Information Statement
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2017
Form of Proxy
SEVERN
TRENT
If you are a registered shareholder holding shares in your own name and have not elected to receive communications in paper form by post or if you have elected to receive a paper notification that shareholder communications are available to view online, the Annual Report and Accounts for the year ended 31 March 2017, and Notice of Annual General Meeting, is now available online at www.severntrent.com
For use by members of Severn Trent Plc
Voting I.D. Task I.D. Shareholder Reference Number
You may submit your proxy electronically at www.sharevote.co.uk using the above numbers
I/We appoint the Chairman of the Meeting or the following person
[see note 4(a) overleaf] as my/our proxy to exercise all or any of my/our rights to attend, speak and vote in respect of my/our voting entitlement on my/our behalf at the Annual General Meeting of Severn Trent Plc to be held at the Ricoh Arena, Phoenix Way, Coventry, CV6 6GE on 19 July 2017 at 11am and at any adjournment. This Form of Proxy relates to the Resolutions listed below and any other business transacted at the Meeting or any adjournment. I/We wish my/our proxy to vote on the Resolutions proposed at the Meeting as instructed on this form.
The proxy will vote, or abstain from voting, at his or her discretion on any Resolution listed below if no instruction is given regarding that Resolution and on any other business transacted at the Meeting or any adjournment.
☐ Please tick here if this proxy appointment is one of multiple proxy appointments being made.
For the appointment of more than one proxy, please refer to note 4(b) on the back of the form.
The 'Withheld' option is provided to enable you to instruct the proxy not to vote on any particular Resolution. A vote withheld is not a vote and will not therefore be counted in the calculation of the proportion of votes for and against a Resolution.
Please indicate your instructions by marking the 'For', 'Against' or 'Withheld' boxes in black ink like this ☑
| For | Against | Withheld | |
|---|---|---|---|
| 1. Receive the Reports and Accounts | ☐ | ☐ | ☐ |
| 2. Approve the Directors' Remuneration Report | ☐ | ☐ | ☐ |
| 3. Declare a final ordinary dividend | ☐ | ☐ | ☐ |
| 4. Reappoint Kevin Beeston | ☐ | ☐ | ☐ |
| 5. Reappoint James Bowling | ☐ | ☐ | ☐ |
| 6. Reappoint John Coghlan | ☐ | ☐ | ☐ |
| 7. Reappoint Andrew Duff | ☐ | ☐ | ☐ |
| 8. Reappoint Emma FitzGerald | ☐ | ☐ | ☐ |
| 9. Reappoint Olivia Garfield | ☐ | ☐ | ☐ |
| 10. Reappoint Dominique Reiniche | ☐ | ☐ | ☐ |
| 11. Reappoint Philip Remnant | ☐ | ☐ | ☐ |
| 12. Reappoint Dr. Angela Strank | ☐ | ☐ | ☐ |
| 13. Reappoint Deloitte LLP as Auditor | ☐ | ☐ | ☐ |
| For | Against | Withheld | |
| --- | --- | --- | --- |
| 14. Authorise the Audit Committee of the Board to determine the remuneration of the Auditor | ☐ | ☐ | ☐ |
| 15. Authorise political donations | ☐ | ☐ | ☐ |
| 16. Authorise allotment of shares | ☐ | ☐ | ☐ |
| 17. Disapply pre-emption rights on up to five per cent of the issued share capital¹ | ☐ | ☐ | ☐ |
| 18. Disapply pre-emption rights on up to an additional five per cent of the issued share capital in connection with an acquisition or specified capital investment¹ | ☐ | ☐ | ☐ |
| 19. Authorise purchase of own shares¹ | ☐ | ☐ | ☐ |
| 20. Authorise General Meetings of the Company, other than Annual General Meetings, to be called on not less than 14 clear days' notice¹ | ☐ | ☐ | ☐ |
¹ Special resolutions
Please tick this box if signing on behalf of the shareholder as Power of Attorney, Receiver or Third Party ☐
The appropriate authority should be returned with this form.
Detailed explanations and the full text of the Resolutions are set out in the Notice of Meeting and Explanatory Notes accompanying this form.
Signature ____ Date ______
Once completed please detach this form and return it in the envelope provided. Please allow seven days before the deadline to ensure your envelope arrives in time.
0815-156-S
Attendance card for the 2017 Annual General Meeting
Meeting arrangements
Please bring this card if you come to the Severn Trent Plc Annual General Meeting which will be held at the Ricoh Arena, Phoenix Way, Coventry, CV6 6GE on 19 July 2017 at 11am.
Doors to the Meeting will open at 10am. Admittance will not be allowed before this time. Coffee, tea and biscuits will be available before the Meeting and there will be a light lunch available after the Meeting.
Please see overleaf for directions.
Ricoh Arena is easily accessible by wheelchair users and has lift access inside. The Premier Lounge is also covered with an assisted hearing system; handsets will be available on request. Please let us know if you have any other special needs so that we can try to make suitable arrangements at the Meeting.
Intention to attend the Meeting
If you wish to attend the Severn Trent Plc Annual General Meeting on 19 July 2017, you may use the website www.sharevote.co.uk to register your intention to attend the Meeting using the reference numbers on the Form of Proxy.
You may, if you wish, complete and return the attached Form of Proxy in case you find you are unable to attend the Meeting. If you do then attend and vote at the Meeting, your voting instructions on the attached Form of Proxy will be superseded.

How to find the Ricoh Arena
The Meeting will be held at the Ricoh Arena, which is situated just outside Coventry City Centre.
From the South
From the M40, exit at junction 15.
At the roundabout, take 4th exit onto Warwick Bypass – A46 (signposted Coventry).
Continue forward to join the A444 (signposted City Centre) and join London Road – A4114.
At the roundabout, take 2nd exit onto the Ring Road.
Leave the Ring Road at junction 3, take 2nd exit onto Sky Blue Way.
At the next roundabout, take 1st exit onto A444 (signposted Nuneaton).
Continue forward on A444, straight on at roundabouts until you see the Ricoh Arena.
At the roundabout, when Ricoh Arena is on right-hand side, take 3rd exit onto Rowleys Green Lane.
At the next roundabout, take 2nd exit onto Judds Lane.
Arrive at Ricoh Arena.
From the North/East
From the M6, exit at junction 3.
At the roundabout, take 2nd exit onto Phoenix Way – A444 (signposted Coventry).
At the next roundabout, take the 1st exit onto Rowleys Green Lane.
At the next roundabout take 2nd exit onto Judds Lane.
Arrive at Ricoh Arena.
Car parks
On-site car parks available are A, B & C. It is not required to pre-book on-site parking for exhibitions. Please park in car park A unless stated otherwise.
Blue badge parking bays are available in all on-site car parks. Please display your blue badge at all times.
Please be aware that there is NO parking available in side streets near the venue. A strict residents' parking scheme is enforced within two kilometres of the Ricoh Arena.
By rail
Alight at Coventry Arena train station. The Ricoh Arena is within walking distance and clearly signposted.
Alternatively, alight at Coventry train station. The railway station is in the City Centre and approximately six miles away. There is a taxi rank immediately outside the station and it is roughly a 10 to 15 minute journey to the Ricoh Arena.
Complimentary Shuttle Bus Service
Severn Trent are delighted to offer complimentary transport to the Annual General Meeting on 19 July 2017. The Shuttle Bus will run from Coventry Train Station to the Ricoh Arena with Severn Trent marshalls available at the station and on the buses to assist you if required.
The Shuttle Bus will run at the following times:
- Depart Coventry Station: 9.20 am & 9.50 am
- Return to Coventry Station: 1.30 pm & 2.00 pm
Public Transport
First take the number 8 bus from Coventry Train Station to Coventry Transport Museum. Afterwards, catch the number 4 or number 5 from Coventry Transport Museum to Arena Park (Tesco). Once you arrive at Arena Park there is an underpass which takes you into Car Park B of the Ricoh Arena. Follow signs for the Ricoh Arena main entrance from here.
Taxi: For a local taxi service please visit www.mgmtaxi.co.uk or call 02476 375550.
Arrival and refreshments
Doors will open at 10am. Severn Trent marshals will be available to deal with queries and to show shareholders into the registration and exhibition areas. Shareholders will have the opportunity to meet the Directors prior to the Meeting.
Coffee, tea and biscuits will be available before the Meeting and there will be a light lunch available after the Meeting. Unfortunately, we are not able to offer facilities for young children.
Shareholders with special needs
Arrangements have been made to offer assistance at the Meeting to our shareholders with special needs. If you are disabled, please make yourself known to a Severn Trent marshal on arrival. If you have a companion to assist you, he/she will be admitted to the Meeting. Guide dogs will also be allowed into the Meeting. If you are deaf or hard of hearing, headsets will be provided. There will also be sign language interpreters in attendance.
Notes to Form of Proxy
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If you cannot attend the Meeting but wish to vote on the Resolutions you are entitled to appoint someone else, a 'proxy', to attend and vote in your place. A proxy need not be a shareholder of the Company.
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If you wish to register your proxy appointment electronically through the internet, please use www.sharevote.co.uk, where full details of the procedure are given. You will have to enter the voting ID, task ID and shareholder reference number shown on this form. Please read the terms and conditions very carefully. If you return both paper and electronic voting instructions then, in the absence of other evidence, those received last by our registrar, Equiniti Limited, will take precedence.
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CREST members should please refer to the Notice of Meeting for instructions regarding CREST electronic proxy appointment services.
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If you wish to register your proxy appointment in paper form, please comply with the following notes:
(a) You may, if you wish, delete the words 'Chairman of the Meeting' and insert the name of a proxy of your choice in the box, who need not be a member. Please initial any alteration. Your proxy card may be invalid if your instructions are not clear. 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 the number of shares in relation to which they are authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this proxy form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
(b) To appoint more than one proxy, additional proxy forms may be obtained by contacting our registrar, Equiniti Limited, on 0371 384 2967* (+44 121 415 7044 if calling from overseas) or you may copy this form. Please indicate in the box next to the proxy holder's name the number of shares in relation to which the proxy is authorised to act as your proxy. Please also indicate, by ticking the box provided, if the proxy appointment is one of multiple appointments made. All forms must be signed and should be returned together in the same envelope.
(c) The Form of Proxy and, if relevant, the power of attorney or other authority under which it is signed, or a certified copy of that power or authority, must be received by our registrar, Equiniti Limited, by 11am not less than 48 hours before the Meeting.
(d) If the member is a corporation, the Form of Proxy must be executed either under seal or in any other manner having the same effect or under the hand of an officer or the person duly authorised in writing stating their capacity (e.g. Director, secretary, duly authorised attorney).
(e) For joint holders, the signature of any one of them will suffice. The instructions of the senior joint holder will be accepted to the exclusion of those of the other joint holders and for this purpose seniority will be determined by the order in which the names stand in the register of members for the joint holding.
(f) The address shown overleaf is that appearing in the register of members. The Form of Proxy and attendance card are not transferable.
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To be entitled to vote at the Meeting (and for the purpose of determining the number of votes that may be cast), shareholders' names must be entered in the register of members at 6.30pm two days before the Meeting.
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Full details of the Resolutions to be proposed at the Meeting, with explanatory notes, are set out in the Notice of Annual General Meeting, which is available on the Severn Trent website at www.severntrent.com.
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Full biographical details of the Directors, including membership of Board and Committees, may be found on pages 72 and 73 of the Annual Report and Accounts.
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Lines are open 8.30am to 5.30pm Monday to Friday, excluding public holidays in England and Wales.