Proxy Solicitation & Information Statement • May 21, 2021
Proxy Solicitation & Information Statement
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The Chairman of Tullow Oil plc invites you to appoint a proxy for the Annual General Meeting of the Company to be held at Tullow Oil plc, Ground Floor, 9 Chiswick Park, 566 Chiswick High Road, London, W4 5XT on 16 June 2021 at 12.00 noon.
Shareholder Reference Number
| Cast your Proxy onlineIt's fast, easy and secure! | Control Number: 917032 | ||||
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| @ | www.investorcentre.co.uk/eproxy | SRN: | |||
| 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: | ||||
| View the Notice of Meeting and Annual Report online: www.tullowoil.com/investors/shareholder-centre/general-meetings | |||||
| 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 14 June 2021 at 12.00 noon.
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.
| All Named Holders | ||
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In light of the social distancing measures aimed at reducing the transmission of the COVID-19 virus in the United Kingdom, please note that attendance at the Annual General Meeting in person is not possible. The Annual General Meeting will be a closed meeting. Shareholders should not attempt to attend the Annual General Meeting in person. Any shareholders who attempt to attend in person will be refused entry. Shareholders should instead vote in advance by appointing the Chair of the Annual General Meeting as their proxy in respect of all of their shares to vote on their behalf. Due to the restrictions on physical attendance at the Annual General Meeting, any other individual(s) will not be able to attend, speak or vote on their behalf.
Continued shareholder engagement remains very important to the Company and shareholders will therefore be able to listen to the live audio-cast of the Annual General Meeting and submit questions remotely throughout.
Shareholders may also submit questions in advance via [email protected]
Detailed instructions about voting by proxy and accessing the audio-cast are set out in the Notice of Meeting.
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Please complete this box only if you wish to appoint a third party proxy other than the Chair of the AGM. Please leave this box blank if you want to select the Chair. Do not insert your own name(s).
I/We hereby appoint the Chair of the Annual General 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 Tullow Oil plc to be held at Tullow Oil plc, Ground Floor, 9 Chiswick Park, 566 Chiswick High Road, London, W4 5XT on 16 June 2021 at 12.00 noon, and at any adjourned meeting.
* For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).
Please use a black pen. Mark with an 'X' X inside the box as shown in this example.
Please mark here to indicate that this proxy appointment is one of multiple appointments being made. If you do not mark this box, this proxy instruction will overwrite any previous proxy instruction.
| Ordinary Business | For | Vote Against Withheld |
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|---|---|---|---|
| 1. | To receive and adopt the Company's annual accounts and associated reports for the fi nancial year ended 31 December 2020. |
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| 2. | To approve the Annual Statement by the Chairman of the Remuneration Committee and the Annual Report on Remuneration. |
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| 3. | To re-elect Mike Daly as Director. | ||
| 4. | To re-elect Martin Greenslade as a Director. | ||
| 5. | To re-elect Sheila Khama as a Director. | ||
| 6. | To re-elect Genevieve Sangudi as a Director. | ||
| 7. | To re-elect Dorothy Thompson CBE as a Director. | ||
| 8. | To re-elect Jeremy Wilson as a Director. | ||
| 9. | To re-elect Les Wood as a Director. | ||
| 10. To elect Rahul Dhir as a Director. |
| 11. To elect Mitchell Ingram as Director. | For | Vote Against Withheld |
|---|---|---|
| 12. To appoint Ernst & Young LLP as auditors of the Company. |
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| 13. To authorise the Audit Committee to determine the remuneration of Ernst & Young LLP. |
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| 14. To renew the Directors' authority to allot shares. | ||
| Special Business 15. To approve the Save As You Earn employee share scheme. |
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| 16. To dis-apply statutory pre-emption rights for general purposes, for an acquisition or specifi ed capital investment. |
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| 17. To authorise the Company to hold general meetings on no less than 14 clear days notice. |
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| 18. To authorise the Company to purchase its own shares. | ||
| 19. To approve new articles of association to authorise the Company to hold hybrid general meetings. |
I/We instruct my/our proxy to vote on the resolutions proposed at the Annual General Meeting as indicated on this Form of Proxy. Unless otherwise instructed, the proxy may vote as he sees fi t or abstain in relation to any business of the Annual General Meeting.
Signature Date
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In the case of a corporation, this Form of Proxy must be given under its common seal or be signed on its behalf by an attorney or offi cer duly authorised, stating their capacity (e.g. director, secretary).
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