Companies Act 2014
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Provisions concerning appointment of proxies | ||
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1108. (1) In the case of a traded PLC, section 183 shall have effect subject to the following subsections. | ||
(2) Section 183 shall apply as if the following subsection were substituted for subsection (3): | ||
“(3) Unless the company's constitution otherwise provides, a member of a company shall not be entitled to appoint more than one proxy to attend on the same occasion, but this is subject to section 1108 (3).”. | ||
(3) Notwithstanding anything in section 183 (3), as applied by subsection (2), or in the traded PLC's constitution— | ||
(a) no limitation may be placed on the right of a member to appoint more than one proxy to attend on the same occasion in respect of shares held in different securities accounts, and | ||
(b) a member (being an individual or a body corporate) acting as an intermediary on behalf of one or more clients shall not be prohibited from granting a proxy to each of his or her clients or to any third party designated by such a client, | ||
and an intermediary referred to in paragraph (b) shall be permitted to cast votes attaching to some of the shares differently from others. | ||
(4) Without prejudice to the member's general entitlements in that regard under section 183 (7), a member shall be entitled to— | ||
(a) appoint a proxy by electronic means, to an address specified by the traded PLC; | ||
(b) have the electronic notification of such appointment accepted by the traded PLC; and | ||
(c) have at least one effective method of notification of a proxy by electronic means offered to it by the traded PLC. | ||
(5) The appointment and notification of appointment of a proxy to a traded PLC and the issuing of voting instructions to a proxy may be subject only to such formal requirements as are necessary to ensure identification of a member or the proxy, or the possibility of verifying the content of voting instructions, if any, and only to the extent that those requirements are proportionate to achieving those objectives. | ||
(6) Subsections (4) and (6) apply with the necessary modifications to the revocation of the appointment of a proxy. | ||
(7) Any provision contained in the constitution of a traded PLC (other than a requirement that a person appointed as a proxy shall possess legal capacity) shall be void in so far as it would have the effect of restricting the eligibility of a person to be appointed as a proxy. |