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Tritax Eurobox PLC — Proxy Solicitation & Information Statement 2023
Jan 11, 2023
5004_agm-r_2023-01-11_fd042cb8-4032-495c-bf50-259a6da8d78a.pdf
Proxy Solicitation & Information Statement
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MR A SAMPLE < DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA
Attendance Card
ADDITIONAL HOLDER 2
Additional Holders: ADDITIONAL HOLDER 1 Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.
*00000101010030*
ADDITIONAL HOLDER 3 ADDITIONAL HOLDER 4 The Chairman of Tritax EuroBox plc invites you to attend the Annual General Meeting of the Company to be held at Ashurst LLP, London Fruit & Wool Exchange, 1 Duval Square, London, E1 6PW on 9 February 2023 at 10.00 am.
Shareholder Reference Number
C0000000000
Please detach this portion before posting this proxy form.
Form of Proxy - Annual General Meeting to be held on 9 February 2023
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: 918244
View the Annual Report online: https://www.tritaxeurobox.co.uk/investors/shareholder-information/agm/
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 7 February 2023 at 10.00 am.
Explanatory Notes:
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- 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. Members are encouraged to appoint a proxy notwithstanding their intention to attend the meeting in person to ensure that their vote(s) will be counted. If you wish to appoint a person other than the Chair of the Meeting, please insert the name of your chosen proxy holder in the space provided (see reverse of form). 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).
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- To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 703 0010 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.
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- 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.
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- 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.
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- To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via a designated voting platform, any such messages must be received by the issuer's agent prior to the specified deadline within the relevant system. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the relevant designated voting platform) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent via a designated voting platform in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. If you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 10.00am on 7 February 2023 in order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy.
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- 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 703 0010 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
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- Shareholders may submit questions to the Board concerning the resolutions in advance of the Annual General Meeting by emailing the Company Secretary at [email protected] by 5.30 pm on 7 February 2023. Questions will be answered ahead of the Annual General Meeting.
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- Any alterations made to this form should be initialled.
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- The completion and return of this form will not preclude a member from attending the meeting and voting in person.
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.
MR A SAMPLE < Designation> Additional Holder 1 Additional Holder 2 Additional Holder 3 Additional Holder 4
| Poll Card | Ordinary Resolutions | For | Against | Vote Withheld |
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|---|---|---|---|---|---|---|---|---|
| To be completed only at the AGM if a Poll is called. | 1. | To receive and adopt the financial statements for the financial year ended 30 September 2022. | ||||||
| 2. | To receive, adopt and approve the Directors' Remuneration Report (other than the Directors' Remuneration Policy). | |||||||
| 3. | To approve the Directors' Remuneration Policy which is contained within the Annual Report of the Company for the financial year ended 30 September 2022. |
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| 4. | To re-elect Robert Orr as a Director of the Company. | |||||||
| 5. | To re-elect Taco de Groot as a Director of the Company. | |||||||
| 6. | To re-elect Keith Mansfield as a Director of the Company. | |||||||
| 7. | To re-elect Eva-Lotta Sjöstedt as a Director of the Company. | |||||||
| 8. | To elect Sarah Whitney as a Director of the Company. | |||||||
| 9. | To re-appoint KPMG LLP as the Company's Auditor. | |||||||
| 10. | To authorise the Directors to determine the Auditor's remuneration. | |||||||
| 11. | To authorise the Directors to declare and pay all dividends of the Company as interim dividends. | |||||||
| 12. | To authorise the Directors to allot shares under section 551 of the Companies Act 2006. Special Resolutions |
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| 13. | To authorise the Directors to allot shares for cash as if section 561(1) of the Companies Act 2006 did not apply. | |||||||
| 14. | To authorise the Directors to allot shares for cash as if section 561(1) of the Companies Act 2006 did not apply for the purpose of financing or refinancing an acquisition. |
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| 15. | To authorise the Company to make market purchases of its own shares for the purposes of section 701 of the Companies Act 2006. |
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| Signature In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act |
16. | That a general meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice. | ||||||
| 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 Chair of the Meeting. Please leave this box blank if you want to select the Chair of the Meeting. Do not insert your own name(s). |
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| * | C0000000000 | |||||||
| 1. | London, E1 6PW on 9 February 2023 at 10.00 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. Ordinary Resolutions To receive and adopt the financial statements for the financial |
For Against |
Vote Withheld |
9. | entitlement* on my/our behalf at the Annual General Meeting of Tritax EuroBox plc to be held at Ashurst LLP, London Fruit & Wool Exchange, 1 Duval Square, Please use a black pen. Mark with an X inside the box as shown in this example. For To re-appoint KPMG LLP as the Company's Auditor. |
Against | Vote Withheld |
|
| 2. | year ended 30 September 2022. To receive, adopt and approve the Directors' Remuneration |
10. | To authorise the Directors to determine the Auditor's | |||||
| Report (other than the Directors' Remuneration Policy). | remuneration. | |||||||
| 3. | To approve the Directors' Remuneration Policy which is contained within the Annual Report of the Company for the financial year ended 30 September 2022. |
11. | To authorise the Directors to declare and pay all dividends of the Company as interim dividends. |
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| 4. | To re-elect Robert Orr as a Director of the Company. | 12. | To authorise the Directors to allot shares under section 551 of the Companies Act 2006. Special Resolutions |
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| 5. | To re-elect Taco de Groot as a Director of the Company. | 13. | To authorise the Directors to allot shares for cash as if section 561(1) of the Companies Act 2006 did not apply. |
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| 6. | To re-elect Keith Mansfield as a Director of the Company. | 14. | To authorise the Directors to allot shares for cash as if section 561(1) of the Companies Act 2006 did not apply for the purpose of financing or refinancing an acquisition. |
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| 7. | To re-elect Eva-Lotta Sjöstedt as a Director of the Company. | 15. | To authorise the Company to make market purchases of its own shares for the purposes of section 701 of the Companies Act 2006. |
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| 8. | To elect Sarah Whitney as a Director of the Company. | 16. | That a general meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice. |
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| 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 | 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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