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- DESIGNATION> SAMPLE STREET SAMPLE TOWN SAMPLE CITY SAMPLE COUNTY AA11 1AA
Please detach this portion before posting this proxy form.
Form of Proxy - Annual General Meeting to be held on 28 April 2023
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Control Number: 918266 SRN: C0000000000 PIN: 1245
You will be asked to enter the Control Number, the Shareholder Reference Number (SRN) and PIN and agree to certain terms and conditions.
View the Annual Report online: www.greencoat-ukwind.com Register at www.investorcentre.co.uk - manage your shareholding online, the easy way!
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 26 April 2023 at 2.00 pm.
- 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. If you wish to appoint a person other than the chairman, please insert the name of your chosen proxy holder in the space provided see (reverse). 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).
- To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0370 702 0200 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.
- 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.
- 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.
- 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 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 (as amended).
- 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 702 0200 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.
- Any alterations made to this form should be initialled.
8. The completion and return of this form will not preclude a member
Kindly Note: This form is issued only to the addressee(s) and designated account printed hereon. This personalised form is different: (i) account holders; or (ii) uniquely designated accounts Computershare Investor Services PLC accept no liability for not comply with these conditions.
- SAMPLE Designation>
Additional Holder 1
Additional Holder 2
Additional Holder 3
Additional Holder 4
Form of Proxy
Please complete this box only if you wish to appoint a third party proxy other than the Chairman. Please leave this box blank if you want to select the Chairman. 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 attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the Annual General Meeting of Greencoat UK Wind PLC to be held at Schroders Greencoat LLP, 4th floor, The Peak, 5 Wilton Road, Victoria, London SW1V 1AN on 28 April 2023 at 2.00 pm, 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
Please mark here to indicate that this proxy appointment is one of multiple appointments being made.
inside the box as shown in this example.
To receive the Report of the Directors and the audited accounts of the Company for the
To re-elect Caoimhe Giblin as a Director, retiring in accordance with the AIC Code.
financial year ended 31 December 2022 together with the Independent Auditor's Report
on those audited accounts.
To approve the Directors' Remuneration Report (other than the part containing the
To re-elect Nicholas Winser as a Director, retiring in accordance with the AIC Code.
Directors' Remuneration Policy) contained within the Annual Report and Accounts for the
financial year ended 31 December 2022.
To approve the Directors' Remuneration Policy set out on page 39 of the Directors'
To grant the Directors authority to allot ordinary shares pursuant to section 551 of the
Remuneration Report contained within the Annual Report and Accounts 31 December
Companies Act 2006.
To approve the Dividend Policy.
Subject to Resolution 11 being passed, to disapply statutory pre-emption rights (up to an
aggregate nominal amount equal to approximately 10% of the ordinary shares capital) in
respect of any ordinary shares allotted pursuant to Resolution 11.
To re-appoint BDO LLP as auditor of the Company to hold office from the conclusion of
Subject to Resolution 11 and 12 being passed, to disapply additional statutory pre-
this AGM until the conclusion of the next general meeting.
emption rights (up to an aggregate nominal amount equal to approximately 10% of the
ordinary shares capital) in respect of any ordinary shares allotted pursuant to Resolution
11 (which, together with the authority under Resolution 12, is in aggregate approximately
20% of the ordinary share capital).
To authorise the Directors to determine the remuneration of BDO LLP.
To grant the Directors authority to make market purchases of ordinary shares up to
14.99 per cent. of the issued share capital.
7. To re-elect Martin McAdam as a Director, retiring in accordance with the AIC Code.
15. THAT, that a general meeting of the Company, other than an AGM, may be called on not less than 14 clear days' notice.
8. To re-elect Lucinda Riches as a Director, retiring in accordance with the AIC Code.
I/We instruct my/our proxy as indicated on this form. Unless
he or she sees fit or abstain in relation to any business of the meeting.
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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Greencoat UK Wind plc published this content on 03 March 2023 and is solely responsible for the information contained therein. Distributed by, unedited and unaltered, on 03 March 2023 10:08:10 UTC.