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SIG PLC Proxy Solicitation & Information Statement 2020

Oct 29, 2020

5276_agm-r_2020-10-29_730ad026-a55e-4a61-addd-7116fdfd95c0.pdf

Proxy Solicitation & Information Statement

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Additional Holders:

ADDITIONAL HOLDER 1 ADDITIONAL HOLDER 2 ADDITIONAL HOLDER 3 ADDITIONAL HOLDER 4 The Chairman of SIG plc invites you to vote and participate at the General Meeting of the Company to be held at our Registered Office at 10 Eastbourne Terrace, London W2 6LG at 11.00 am on 17 November 2020.

Shareholder Reference Number

C0000000000

Please detach this portion before posting this proxy form.

Form of Proxy - General Meeting to be held on 17 November 2020

Cast your Proxy onlineIt'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.
916775
Control Number:
SRN:
PIN:
View the Notice of Meeting online: www.sigplc.com

000001

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 13 November 2020 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 listen and vote on their behalf at the meeting. However, in light of the Coronavirus pandemic situation, ordinary shareholders and their proxies will not be allowed to attend the meeting in person and so shareholders are encouraged to appoint the Chairman as their proxy for the meeting. 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 in respect of that designated account.).
  • 2. The Board would strongly recommend you consider carefully the Government's advice and do not attend the meeting. Please vote either online or returning this Form of Proxy.
  • 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.
  • 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

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.

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 business 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 48 hours (business days) 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 707 1293 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
  • 7. Any alterations made to this form should be initialled.

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

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To enable you to listen to the meeting, the conference call number details are below.

Meeting ID: 848 0678 5857

Password: 795540

Tel: +442030512874, United Kingdom

Form of Proxy

Please complete this box only if you wish to appoint a third party proxy other than the Chairman of the Meeting. Please leave this box blank if you want to select the Chairman of the Meeting. 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 listen to the meeting and vote in respect of my/our full voting entitlement* on my/our behalf at the General Meeting of SIG plc to be held at our our Registered Office at 10 Eastbourne Terrace, London W2 6LG at 11.00 am on 17 November 2020,and at any adjourned meeting.

Please mark here to indicate that this proxy appointment is one of multiple appointments being made.

*

Please use a black pen. Mark with an X inside the box as shown in this example.

C0000000000

1
4
1
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1. Ordinary Resolutions
THAT the directors' remuneration policy (as that term is used in section 439A of the Companies Act 2006), as set out in Part 3 (the "New Remuneration
Policy") of the Circular containing this notice, be and is hereby approved and will take effect at the conclusion of the general meeting on 17 November
2020.
For Against Vote
Withheld
2. THAT: (a) the rules of the SIG plc 2020 Restricted Share Plan (the "RSP"), the principal terms of which are summarised in Part 4 of the Circular containing
this notice, which are available on the Company's website and produced in draft to the General Meeting and for the purposes of identification initialled by
the Chairman, be approved, and the Directors be authorised to do all such acts and things necessary to establish the RSP, including making such

(b) the Directors be authorised to establish any schedules or sub-plans to the RSP for the benefit of employees outside the UK containing such modifications as may be necessary or desirable to take account of securities laws, exchange control and tax legislation, provided that any Shares made available under such schedules or sub-plans are treated as counting against any limits on individual participation or overall participation in the RSP.

modifications to the RSP as they may consider appropriate for the implementation of the RSP and to adopt the RSP as so modified; and

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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