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Notice of Meeting THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should immediately seek your own advice from a stockbroker, solicitor, accountant, or other professional advisor, authorised under the Financial Services and Markets Act 2000. If you have recently sold or otherwise transferred all of your shares in Electrocomponents plc, please pass this document together with the accompanying documents at once 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. ELECTROCOMPONENTS PLC (INCORPORATED AND REGISTERED IN ENGLAND AND WALES UNDER NUMBER 647788) NOTICE OF ANNUAL GENERAL MEETING 2018 Notice of the Annual General Meeting (AGM) of Electrocomponents plc (the Company) to be held at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ at 10.30am on Thursday, 19 July 2018, is set out on pages 2 and 5 of this circular. Whether or not you propose to attend the AGM, please complete and submit a form of proxy in accordance with the instructions printed on the enclosed form. The form of proxy must be received not less than 48 hours before the time of the holding of the AGM. ELECTROCOMPONENTS PLC (INCORPORATED AND REGISTERED IN ENGLAND AND WALES UNDER NUMBER 647788) (THE COMPANY) 23 May 2018 To the holders of ordinary shares www.electrocomponents.com Notice of the Annual General Meeting (AGM) 2018 Dear Shareholder, I am pleased to invite you to the AGM of the Company which will be held at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ on Thursday, 19 July 2018 commencing at 10.30am. The formal Notice of the AGM and details of the resolutions to be put to shareholders are set out in this circular. If you cannot attend the AGM, but wish to vote on the AGM resolutions, please fill in the proxy form sent to you with this circular and return it to our Registrars as soon as possible. They must receive it by 10.30am on Tuesday, 17 July 2018. Annual Report and Accounts, Directors’ remuneration and final dividend (Resolutions 1 – 3) Shareholders are being asked to receive our Company’s Annual Report and Accounts for the year ended 31 March 2018 (the 2018 Annual Report). In 2016, shareholders overwhelmingly approved our Directors’ remuneration policy. A summary of the policy can be found in the 2018 Annual Report on pages 66 to 69 and the full version is on the Company’s website. This year, we are asking shareholders to vote on the Directors’ Remuneration Report, which is set out on pages 64 to 78 of the 2018 Annual Report. This will be an advisory vote. We are proposing a final dividend of 8.0p per ordinary share for the year. If the recommended final dividend is approved, it will be paid on 25 July 2018 to all ordinary shareholders who were on the Register of Members on 15 June 2018, the record date. Director elections and re-elections (Resolutions 4 – 11) All of our Directors will stand for re-election this year. The biographies of those Directors standing for election are set out on pages 48 and 49 of the 2018 Annual Report, and on pages 7 and 8 of this circular. All Directors were subject to formal performance evaluation during the period which concluded that they continue to be effective and demonstrate commitment to the role. The Board recommends their re-election. Auditor’s reappointment and remuneration (Resolutions 12 and 13) We are asking shareholders to reappoint PricewaterhouseCoopers LLP (PwC) as our Auditor and to authorise the Directors to determine the Auditor’s remuneration for the current financial year. Authority for the Company to allot shares and disapply pre-emption rights (Resolutions 14 – 16) The Company’s existing authorities expire on 19 July 2018 and shareholders are being asked to approve new authorities. Again this year, the Board is recommending that shareholders approve standard resolutions that will align the Company with market practice. The Board continues to consider that it is not in the best interests of shareholders as a whole to seek authorities at lower limits which place the Company at a disadvantage to the majority of other listed companies. Consequently, we are requesting that shareholders authorise the Directors to allot an amount equal to two-thirds of share capital, and disapply pre-emption rights up to 10% of share capital. These authorities will be subject to renewal on an annual basis. Please see the explanatory notes on page 9 of this circular for further details. Authority for the Company to purchase its own shares (Resolution 17) We are requesting shareholders to authorise the Directors to make market purchases of the Company’s shares of up to 10% of share capital which, if approved, will afford the Company maximum flexibility, keeping it aligned with accepted market practice. Details are set out in the explanatory notes on page 10 of this circular. General meetings (Resolution 18) It is a requirement that all general meetings must be held on 21 days’ notice unless shareholders agree to a shorter notice period. We are again proposing a resolution at the AGM so that, if necessary, we can continue to call meetings (other than annual general meetings) on a minimum of 14 clear days’ notice. Renewal of share option scheme (Resolution 19) The Savings Related Share Option Scheme (the SAYE) put in place 10 years ago will expire in July 2018 and we are asking shareholders to approve the renewal of the SAYE, principally on the same terms as the current SAYE. An explanation of the SAYE is set out in the explanatory notes on pages 10 and 11 of this circular. The Directors consider that all the resolutions to be put to the AGM are in the best interests of the Company and its shareholders as a whole. Your Board intends to vote in favour of them and unanimously recommends that you do so as well. Yours sincerely, Peter Johnson Chairman Electrocomponents plc Fifth Floor, Two Pancras Square, London N1C 4AG, United Kingdom Registered office as above. Registered in England and Wales No: 647788 2 Electrocomponents plc Notice of Annual General Meeting 2018 NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the Annual General Meeting (AGM) Directors may impose any limits or restrictions and of Electrocomponents plc (the Company) will be held at the make any arrangements which they may consider offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ on necessary or appropriate to deal with treasury Thursday, 19 July 2018 at 10.30am to consider the business set shares, fractional entitlements, record dates, legal, out below. regulatory or practical problems in, or under the laws of any territory or any other matter, such authorities Resolutions 1 to 14 (inclusive) and Resolution 19 are proposed as to apply until the end of the next AGM or at close of ordinary resolutions. This means that for each of these resolutions business on 30 September 2019, whichever is earlier to be passed, more than half the votes cast must be in favour but, in each case, so that the Company may make of the resolution. offers and enter into agreements during the relevant Resolutions 15 to 18 (inclusive) are proposed as special resolutions. period which would, or might, require shares to This means that for each of these resolutions to be passed, be allotted or rights to subscribe for or to convert at least three-quarters of the votes cast must be in favour securities into shares to be granted after the of the resolution. authority expires and the Directors may allot shares Annual Report and Accounts (and sell treasury shares) or grant rights to subscribe 1. To receive the Company’s accounts and the reports of the for or convert securities into shares under any Directors and the Auditor for the year ended 31 March 2018. such offer or agreement as if the authority had not expired; Directors’ Remuneration Report (iii) that, subject to paragraph (iv), all existing authorities 2. To approve the Directors’ Remuneration Report for the year given to the Directors pursuant to section 551 of the ended 31 March 2018. 2006 Act be revoked by this resolution; and Declaration of dividend (iv) that paragraph (iii) shall be without prejudice to the 3. To declare a final dividend recommended by the Directors continuing authority of the Directors to allot shares and of 8.0p per ordinary share for the year ended to grant rights to subscribe for or convert any security 31 March 2018. into shares (or relevant securities), pursuant to an offer Election of Directors or agreement made by the Company before the expiry 4. To re-elect Bertrand Bodson as a Director. of the authority pursuant to which such offer or agreement was made. 5. To re-elect Louisa Burdett as a Director. 6. To re-elect David Egan as a Director. Directors’ authority to disapply pre-emption rights 15. Subject to the passing of Resolution 14 above, to authorise 7. To re-elect Karen Guerra as a Director. the Directors to allot equity securities (as defined in the 8. To re-elect Peter Johnson as a Director. 2006 Act) for cash under the authority given by that 9. To re-elect John Pattullo as a Director. resolution and/or to sell ordinary shares held by the 10. To re-elect Simon Pryce as a Director.
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