Notice of Meeting - Part 1
This notice of meeting is important and requires your immediate attention. If you are in any doubt as to the action you should take, you are recommended to seek your own financial advice immediately from a stockbroker, solicitor, bank manager, accountant, or other independent financial adviser authorised under the Financial Services and Markets Act 2000.
If you have sold or otherwise transferred all of your shares in Taylor Wimpey plc (the 'Company'), please pass this document together with the accompanying documents to the purchaser or transferee, or to the person who arranged the sale or transfer so they can pass these documents to the person who now holds the shares. If you have sold or transferred part only of your holding of shares in the Company, please consult the person who arranged the sale or transfer.
Notice is hereby given of the seventy sixth Annual General Meeting of the Company to be held on 21 April 2011 at 11:00 am at The British Medical Association, BMA House, Tavistock Square, London, WC1H 9JP for the following purposes:
Ordinary business
Ordinary Resolutions:
- 1.To receive the Reports of the Directors and the Auditors and the Financial Statements for the year ended 31 December 2010.
- 2.To elect as a Director, Kevin Beeston who was appointed as a Director of the Company by the Board since the last Annual General Meeting.
- 3.To elect as a Director, Ryan Mangold who was appointed as a Director of the Company by the Board since the last Annual General Meeting.
- 4.To elect as a Director, Kate Barker CBE who was appointed as a Director of the Company by the Board since the last Annual General Meeting.
- 5.To re-elect as a Director, Pete Redfern.
- 6.To re-elect as a Director, Sheryl Palmer.
- 7.To re-elect as a Director, Baroness Dean of Thornton-le-Fylde.
- 8.To re-elect as a Director, Anthony Reading MBE.
- 9.To re-elect as a Director, Robert Rowley.
- 10.To re-appoint Deloitte LLP as auditors of the Company, to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.
- 11.Subject to the passing of resolution 10, to authorise the Audit Committee to determine the remuneration of the auditors on behalf of the Board.
- 12.That the Board be authorised to allot shares in the Company and to grant rights to subscribe for or convert any security into shares in the Company:
- (A)up to a nominal amount of £10,659,853 (such amount to be reduced by the nominal amount of any equity securities (as defined in the Companies Act 2006) allotted under paragraph (B) below in excess of £10,659,853); and
- (B)comprising equity securities (as defined in the Companies Act 2006) up to a nominal amount of £21,319,706 (such amount to be reduced by any shares and rights to subscribe for or convert any security into shares allotted under paragraph (A) above) in connection with an offer by way of a rights issue:
- (i)to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and
- (ii)to holders of other equity securities as required by the rights of those securities or as the Board otherwise considers necessary;
- and so that the Board may impose any limits or restrictions and make any arrangements which it considers necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter,
- such authorities to apply until the end of the Annual General Meeting of the Company in 2012 (or, if earlier, until the close of business on 20 July 2012) but, in each case, so that the Company may make offers and enter into agreements during this period which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends; and the Board may allot shares or grant rights to subscribe for or convert securities into shares under any such offer or agreement as if the authority had not ended.
