Xtrackers (IE) plc UK Regulatory Announcement: Important Notice to Shareholders of Annual General Meeting for Xtrackers (IE) plc

LONDON–(BUSINESS WIRE)– 

IMPORTANT NOTICE OF 2021 ANNUAL GENERAL MEETING

OF

XTRACKERS (IE) PLC

(the Company)

NOTICE is hereby given that the Annual General Meeting (the AGM) of the Company will be held at the offices of A&L Goodbody, International Financial Services Centre, North Wall Quay, Dublin 1 on Wednesday, 9 June 2021 at 10:00 am (Irish time) for the following purposes:

1. To receive and consider the statutory financial statements for the year ended 31 December 2020 and the report of the directors on those statements and the report of the statutory auditors on those statements and that report (this item does not require a resolution to be passed).

2. The review by the shareholders of the Company’s affairs (this item does not require a resolution to be passed).

3. To consider the re-appointment of the statutory auditors (ordinary resolution 1).

4. To authorise the directors to fix the remuneration of the statutory auditors for the year ending 31 December 2021 (ordinary resolution 2).

Neither the contents of the Company’s website nor the contents of any other website accessible from hyperlinks on the Company’s website is incorporated into, or forms part of, this announcement.

By Order of the Board

_________________________

For and on behalf of

Xtrackers (IE) plc

Date: 14 May 2021

Registered Office: A&L Goodbody, International Financial Services Centre, North Wall Quay, Dublin 1

NOTES

Quorum

The quorum for the AGM is one shareholder present (in person or by proxy) entitled to vote upon the business to be transacted. If a quorum is not present within half an hour of the time appointed for the AGM, or if during the AGM a quorum ceases to be present, the AGM will stand adjourned until 10:00 am (Irish time) on 16 June 2021 without any further notice to Shareholders. The quorum at the adjourned meeting shall be one shareholder present (in person or by proxy) at the adjourned meeting. The resolutions will be proposed at the adjourned meeting in the same manner as described above.

Entitlement to attend and vote

Please note that you are only entitled to attend and vote at the AGM (or any adjournment thereof) if you are a registered shareholder or a holder of Subscriber Shares (as defined in the Constitution) (together the Shareholder(s)). As the funds in the Company use the International Central Securities Depositary (ICSD) model of settlement and Citivic Nominees Limited is the sole registered shareholder of shares in the funds under the ICSD settlement model, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in a fund through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.

Appointment of proxies

A form of proxy is enclosed with this notice of AGM for use by a Shareholder. As mentioned above, investors in the Funds who are not the Shareholders should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee), instead of using the form of proxy attached hereto.

To be effective, the form of proxy duly completed and executed, together with a copy of the power of attorney or other authority under which it is executed must be deposited by the Shareholder at the offices of the office of the Company Secretary, Goodbody Secretarial Limited, IFSC, North Wall Quay, Dublin 1, Ireland, so as to be received before the time fixed for holding the meeting or any adjournment thereof or (in the case of a poll taken otherwise than at or on the same day as the AGM or adjourned meeting) before the time fixed for the taking of the poll at which it is to be used. Any alteration to the form of proxy must be initialled by the person who signs it.

TRAVEL RESTRICTIONS UNDER COVID 19 AND PROPOSED ACTION TO BE TAKEN

Please note that there are currently significant travel restrictions in place due to COVID 19. Depending on what travel restrictions (if any) may be in place by the date of the AGM, physical attendance at the AGM may not be possible. Please refer to below link issued by the Irish Health Service Executive in respect of such travel restrictions: https://www2.hse.ie/conditions/coronavirus/coronavirus.html#travel. The Company will publish any relevant updates regarding the AGM on www.Xtrackers.com.

The Shareholder entitled to attend and vote may, using the form set out in Section 184 of the Companies Act 2014, appoint a proxy to attend, speak and vote on his behalf. Should you wish to vote at the AGM, we would strongly recommend that you complete the proxy form enclosed with this Notice and return a completed and signed proxy form by email to [email protected] before the commencement of the AGM. Please also refer to the “Notes to the Proxy Form” on page 3 of this Notice.

FORM OF PROXY

For 2021 Annual General Meeting of

XTRACKERS (IE) PLC

(the Company)

………………….. (the Shareholder)…………………….of……………………………… being a shareholder of the Company HEREBY APPOINT

……………………………….of…………………………………………. or failing him or her the Chairman of the meeting or any representative of Goodbody Secretarial Limited or any partner or employee of A&L Goodbody¹ as the proxy of the Shareholder to attend, speak and vote for the Shareholder on behalf of the Shareholder at the Annual General Meeting (the AGM) of the Company to be held on the 9 June 2021 and at any adjournment of the meeting.

The proxy is to vote as follows:

Number or description of resolution:	In Favour	Abstain	Against
Ordinary Business
1. To consider the re-appointment of the statutory auditors.
2. To authorise the directors to fix the remuneration of the statutory auditors.
Unless otherwise instructed the proxy will vote as he or she thinks fit.
Signature of Shareholder ……………………………………………………………………………………………………     Dated:………………………………………………………………………………………………………………………….

Given the current external environment and COVID 19 related travel restrictions, the Directors recommend that you do not attend the AGM in person. The Directors would be grateful of your support for the resolutions by completing the enclosed proxy and returning it by email to [email protected] any time before the AGM is due to be held in order to ensure that the AGM may progress as in the normal course.

Notes

1. To be valid, this proxy form (and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof) must be received or deposited at the offices of the Company Secretary, Goodbody Secretarial Limited, IFSC, North Wall Quay, Dublin 1, Ireland (facsimile + 353 1 1649 2649 or by email to [email protected]) for the attention of Sarah O’Donovan before the time fixed for holding the meeting.

2. Please insert your name(s) and address in BOLD TYPE and sign and date the form.

3. If any amendments are made they should be initialled.

4. If you wish to appoint as your proxy some person other than the Chairman of the AGM insert in block capitals the full name of the person of your choice. A proxy need not be a Shareholder of the Company.

5. The proxy will exercise his/her discretion as to how he/she votes or whether he/she abstains from voting on the resolutions if no instruction is given in respect of each resolution, and on any business or resolution considered at the AGM other than the resolutions referred to in the Notice of the AGM.

6. Indicate by placing a cross in the appropriate box how you wish your votes to be cast in respect of each resolution. If no mark is made, your proxy may vote or abstain at his/her discretion. On any other business not specified in the Notice of AGM and arising at the AGM, the proxy will act at his or her discretion.

7. If the appointer is a corporation, this proxy form must be executed under the common seal or under the hand of an officer of the same, or an attorney duly authorised on its behalf. In the case of joint Shareholders, any one Shareholder may sign, but the names of all the joint holders should be stated. In the event of more than one joint holder tendering votes, the vote of the shareholder whose name first appears in the register of members will be accepted to the exclusion of all others.

8. The completion and return of the proxy form will not preclude Shareholders from attending and voting at the said AGM should they decide to do so.

9. If you are holding shares of the Company through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee), the proxy form including an indication as to how the proxy should vote, must be returned to the relevant ICSD or the relevant participant in an ICSD in good time in advance of the time for holding the AGM so it may complete and deposit the proxy form at the registered office of the Company in accordance with the above procedure.

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¹If you wish to vote at the AGM, we would recommend that you appoint a representative from Goodbody Secretarial Limited or A&L Goodbody as proxy.

Contacts

Xtrackers (IE) plc