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Aggreko Plc Proxy Solicitation & Information Statement 2021
74738_rns_2021-03-18_2f6e28bf-477c-49a5-8c34-5a2f756efed4.pdf
Proxy Solicitation & Information Statement
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aggreko
2021 ANNUAL GENERAL MEETING
The Annual General Meeting of Aggreko plc will be held on Thursday 22 April 2021 at 11.00am at Conrad London St. James, 22-28 Broadway, London SW1H 0BH
Barcode:
You can vote by logging on to https://shares.aggreko.com and following the instructions. You may appoint a proxy at https://shares.aggreko.com instead of using this form.
aggreko FORM OF PROXY – ANNUAL GENERAL MEETING 2021
I/We being a member of Aggreko plc hereby appoint the Chairman of the meeting or (see Note 1)
as my/our proxy to attend, speak and vote for me/us and on my/our behalf at the Annual General Meeting of Aggreko plc to be held on Thursday 22 April 2021 at 11.00am at Conrad London St. James, 22-28 Broadway, London SW1H 0BH and at any adjournment thereof.
I/We have indicated with an 'X' how I/we wish my/our votes to be cast on the following resolutions:
☐ Please mark 'X' here if this proxy appointment is one of multiple appointments being made (note 2(c)).
Barcode:
Event Code:
*Insert number of shares where relevant (see Note 1(c)).
RESOLUTIONS
Please mark "X" to indicate how you wish to vote
| Agree | Vote Withheld | |
|---|---|---|
| 1 Receipt of reports and adoption of accounts | ☐ | ☐ |
| 2 Approval of annual statement and the annual report on remuneration | ☐ | ☐ |
| 3 Approval of remuneration policy | ☐ | ☐ |
| 4 Declaration of dividend | ☐ | ☐ |
| 5 Election of Mark Clare | ☐ | ☐ |
| 6 Re-election of Ken Hanna | ☐ | ☐ |
| 7 Re-election of Chris Weston | ☐ | ☐ |
| 8 Re-election of Heath Drewett | ☐ | ☐ |
| 9 Re-election of Dame Nicola Brewer | ☐ | ☐ |
| 10 Re-election of Barbara Jeremiah | ☐ | ☐ |
| 11 Re-election of Uwe Krueger | ☐ | ☐ |
| 12 Re-election of Sarah Kuijlaars | ☐ | ☐ |
| 13 Re-election of Ian Marchant | ☐ | ☐ |
| 14 Re-election of Miles Roberts | ☐ | ☐ |
| 15 Re-appointment of auditor | ☐ | ☐ |
| 16 Authorise Audit Committee to determine remuneration of auditor | ☐ | ☐ |
| 17 Authority to allot shares | ☐ | ☐ |
| 18 Approval of Restricted Stock Plan | ☐ | ☐ |
| 19 Approval of hybrid general meetings* | ☐ | ☐ |
| 20 Disapplication of pre-emption rights (customary)* | ☐ | ☐ |
| 21 Disapplication of pre-emption rights (enhanced)* | ☐ | ☐ |
| 22 Purchase of own shares* | ☐ | ☐ |
| 23 General meetings on 14 clear days' notice* | ☐ | ☐ |
*Special Resolution
To assist with arrangements, if you intend attending the meeting in person, please place an 'X' in this box
Signature
Date
- Special Resolution
aggreko
AGM attendance
In light of the current COVID-19 legislation and public health guidance issued by the UK and Scottish governments, restricting, amongst other things, public gatherings and travel, the Board has made the decision that this year's AGM will be held as a closed meeting. Accordingly, save for the Chairman of the Meeting and such other persons as the Chairman of the Meeting may decide should be admitted for the purposes of forming a quorum, shareholder attendance in person at the AGM will not be permitted. Shareholders can, however, be represented by the Chairman of the Meeting acting as their proxy and we remain committed to encouraging shareholder engagement on the business of the AGM. We are therefore pleased to be able to provide a facility for shareholders to access the AGM remotely and follow the business of the Meeting by webcast.
The Company will continue to closely monitor the developing impact of COVID-19 and the latest legislation and guidance issued by both the UK and Scottish governments. If circumstances evolve such that the Board considers that, within safety constraints and in accordance with government guidance, arrangements regarding attendance at the AGM can change, the Company will notify shareholders of any such changes via a Regulatory Information Service, on the 'AGM Information' page of our website at www.plc.aggreko.com.
How to join the webcast
Shareholders will need to visit the 'AGM information' page of our website at: www.plc.aggreko.com using their smartphone, tablet or computer and follow the link to the webcast for the 2021 AGM. You will then be prompted to enter your unique 'Login Code' and 'PIN'.
- Your Login Code is your 11 digit Investor Code (IVC), including any leading zeros.
- Your PIN is the last 4 digits of your IVC. This will authenticate you as a shareholder.
- Your IVC can be found on your share certificate, or users of https://shares.aggreko.com will find this under 'Manage your account' when logged in to the portal. You can also obtain this by contacting Link, our Registrar, by calling +44 (0) 371 277 1020*.
Access to the Meeting will be available from 10.30am on Thursday 22 April 2021, although you will not be able to submit questions until the meeting is declared open.
If you wish to appoint a proxy and for them to attend the webcast on your behalf, please contact Link Group on telephone number +44 (0) 371 277 1020*.
If your shares are held within a nominee and you wish to attend the webcast, you will need to contact your nominee immediately. Your nominee will need to have completed a letter of representation and presented this to Link Group, our Registrar, no later than 72 hours before the start of the meeting in order that they can obtain for you from Link Group, your unique Login Code and PIN number to attend the webcast. If you are in any doubt about your shareholding, please contact our Registrar.
Voting at the AGM
Whilst the AGM is expected to be a closed meeting, shareholders will nevertheless be able to vote in advance of the AGM by proxy. We strongly encourage all shareholders to exercise their vote by appointing the Chairman of the Meeting (rather than a named individual) as their proxy and providing voting instructions in advance of the AGM, in accordance with the instructions explained in the Notes attached to the Notice of AGM.
Questions
The AGM is an important opportunity for all shareholders to express their views by asking questions and voting. Your participation in this annual event continues to be very important to us. Shareholders wishing to raise any questions relating to the business of the AGM may do so by submitting them to Aggreko's Investor Relations team ahead of the meeting at [email protected]. You may submit questions up until 8.30am on 20 April 2021. Shareholders may also submit questions during the meeting via the webcast. The Company will publish an appropriate summary of responses on its website as soon as possible after the meeting.
Notes to the Form of Proxy
- To appoint as a proxy a person other than the Chairman of the meeting insert the full name in the space provided. A proxy need not be a member of the Company. You can also appoint more than one proxy, provided each proxy is appointed to exercise the rights attached to a different share or shares held by you. The following options are available:
(a) To appoint the Chairman as your sole proxy in respect of all your shares, simply fill in any voting instructions in the appropriate box and sign and date the Form of Proxy.
(b) To appoint a person other than the Chairman as your sole proxy in respect of all your shares, delete the words "the Chairman of the meeting or" and insert the name of your proxy in the space provided. Then fill in any voting instructions in the appropriate box and sign and date the Form of Proxy.
(c) To appoint more than one proxy, you may photocopy this Form of Proxy. Please indicate 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 (which, in aggregate, should not exceed the number of shares held by you). Please also indicate if the proxy instruction is one of multiple instructions being given. If you wish to appoint the Chairman as one of your multiple proxies, simply write "the Chairman of the meeting". All Forms of Proxy must be signed and should preferably be returned together in the same envelope.
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Unless otherwise indicated, the proxy will vote as he/she thinks fit or, at his/her discretion, abstain from voting.
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The Form of Proxy must arrive at Link Group, Central Square, 29 Wellington Street, Leeds, LS1 4DL by post or (during normal business hours only) by hand accompanied by any Power of Attorney under which it is executed (if applicable) no later than 11.00am on Tuesday 20 April 2021.
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A corporation must execute the Form of Proxy under either its common seal or the hand of a duly authorised officer or attorney.
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The Form of Proxy is for use in respect of the Shareholder account specified on the face of the form only and should not be amended or submitted in respect of a different account.
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The "Withheld" option is to enable you to abstain on any particular resolution. Such a vote is not a vote in law and will not be counted in the calculation of the proportion of votes "For" and "Against" a particular resolution.
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Shares held in uncertificated form (i.e. in CREST) may be voted through the CREST Proxy Voting Service in accordance with the procedures set out in the CREST manual.
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Proxymity Voting – if you are an institutional investor you may also be able to appoint a proxy electronically via the Proxymity platform, www.proxymity.io.
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Completion and return of the Form of Proxy will not preclude you from attending and voting in person at the meeting should you so wish.
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If you prefer, you may return the Form of Proxy in the enclosed reply paid envelope.