The Company has a strong Board comprising nine Board members, two Executive and seven Non-Executive Directors, who have held senior positions in a number of public and private companies and who bring a wealth of property and public company experience. The Board is responsible for providing governance and stewardship to the Company as well as providing leadership, oversight, development and driving the long-term success of the Company. It is also committed to ensuring that the appropriate culture, values and behaviours exhibited throughout the organisation are fully aligned to the Company’s purpose. There is a formal schedule of matters reserved to the Board for consideration including:

• Board composition
• Strategic planning
• Structure and capital considerations, including approval of major capital projects
• Approval of the annual budget
• Approval of Trading Statements, Interim Results, Preliminary Results and Annual Reports
• Approval of the Group’s risk management frameworks
• Setting the Remuneration Policy
• Approval of core policies applicable to the Group

The Board has delegated some of its responsibilities to Committees of the Board, namely the Audit & Risk Committee, Remuneration Committee and Nomination Committee.

The Board has established an Audit & Risk Committee with formally delegated duties and responsibilities. The Audit & Risk Committee is chaired by Gary Britton and its membership includes Linda Hickey, Julie Sinnamon and Orla O’Gorman.

The Audit & Risk Committee will meet at least four times each year and will be responsible for ensuring the financial performance of the Company is properly reported on and monitored, including reviews of the annual and interim accounts, results announcements, internal control systems and procedures and accounting policies, as well as keeping under review the categorisation, monitoring and overall effectiveness of the Company’s risk management framework and internal control processes. Full details of the responsibilities of the Audit & Risk Committee are available in its Terms of Reference, available to download below.

Audit & Risk Committee Terms of Reference

The Remuneration Committee is chaired by Linda Hickey and its membership includes Gary Britton and Giles Davies. It is expected to meet at least two times per year. The Remuneration Committee has responsibility for determining, within its agreed terms of reference, the Group’s policy on the remuneration of senior executives and specific remuneration packages for Executive Directors and the Chairman. It is also responsible for making recommendations for grants of awards under share-based schemes for Group employees. The remuneration of Non-Executive Directors is a matter for the Board. 

No Director may be involved in any discussions as to their own remuneration. Full details of the responsibilities of the Remuneration Committee are available in its Terms of Reference, available to download below.

Remuneration Committee Terms Of Reference

The Nomination Committee is chaired by Giles Davies and its membership includes Julie Sinnamon and Orla O’Gorman. The Nomination Committee is expected to meet at least once per year.

The Nomination Committee is responsible for reviewing, within the agreed terms of reference, the structure, size and composition of the Board, undertaking succession planning, leading the process for new Board appointments and making recommendations to the Board on all new appointments and re-appointments of existing Directors. Orla O’Gorman is currently fulfilling the role of Workforce Engagement Director and reports on his activities through this Committee. Full details of the responsibilities of the Nomination Committee are available in its Terms of Reference, available to download below.

Nomination Committee Terms Of Reference

The Company held its 2016 AGM on Tuesday, 10 May 2016 at 11am in The Westbury Hotel, Grafton Street, Dublin 2.

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy
3. 2015 Annual Report

The Company held its 2017 AGM on Wednesday, 17 May 2017 at 11am in The Westbury Hotel, Grafton Street, Dublin 2.

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy
3. 2016 Annual Report
4. Constitution of Cairn Homes plc
5. Total Number of Shares and Voting Rights at Date of Notice of AGM
6. 2017 AGM Proxy Vote Results

The Company held its 2018 AGM on Wednesday, 16 May 2018 at 11am in The Westbury Hotel, Grafton Street, Dublin 2.

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy
3. 2017 Annual Report
4. Constitution of Cairn Homes plc
5. Cairn Homes plc – LTIP Rules 2017
6. Total Number of Shares and Voting Rights at Date of Notice of AGM
7. 2018 AGM Proxy Vote Results

The Company held its 2019 AGM on Wednesday, 22 May 2019 at 11am in The Marker Hotel, Grand Canal Square, Dublin 2.

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy 
3. 2018 Annual Report
4. Total Number of Shares and Voting Rights
5. 2019 AGM Proxy Vote Results

The Company held its 2020 AGM on Wednesday, 20 May 2020 at 11am in 7 Grand Canal, Grand Canal Street Lower, Dublin 2, D02 KW81

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy
3. 2019 Annual Report
4. Total Number of Shares and Voting Rights
5. 2020 AGM Proxy Vote Results
6. Additional Remuneration Policy Disclosure

Cairn Homes plc hosted its Annual General Meeting (‘AGM’) at 7 Grand Canal, Grand Canal Street Lower, Dublin 2, D02 KW81 at 11:00 a.m. on Tuesday, 18 May 2021. As shareholders are requested not to attend the meeting in person, a teleconference facility was created and was accessible using the below details. Furthermore, proxy voting instructions for the AGM were also available through the link below.

Participant Dial-in Details:

Ireland – Toll Free 1800 94 8271

Ireland (Local) 0153 695 84

United Kingdom – Toll Free 0800 640 6441

United Kingdom (Local) 020 3936 2999

United States – Toll Free 1 855 9796 654

United States (Local) 1 646 664 1960

All other locations +44 20 3936 2999

Access code: 893676

• Letter from the Chairman and 2021 Notice of AGM
• Sample Proxy Form
• Total Voting Rights in Issue at Date of AGM
• Proxy Voting Instructions
• 2020 Annual Report
• 2021 LTIP Targets Disclosure
• 2021 AGM Proxy Vote Results
• 2021 Annual General Meeting – Voting Results Update Statement

Cairn Homes plc held its Annual General Meeting (‘AGM’) at 11:00 a.m. on Thursday, 12 May 2022 in The Merrion Hotel, Merrion Street Upper, Dublin 2, D02KF79.

1. Letter from the Chairman and Notice of AGM
2. Sample Form of Proxy
3. 2021 Annual Report
4. Total Number of Shares and Voting Rights
5. 2022 LTIP Disclosure
6. AGM Proxy Vote Results

Cairn Homes plc held its Annual General Meeting (‘AGM’) at 10:00 a.m. on Thursday, 11 May 2023 in The Merrion Hotel, Merrion Street Upper, Dublin 2, D02KF79.

1. Letter from the Chairman and Notice of AGM 
2. Sample Form of Proxy 
3. 2022 Annual Report 
4. Total Number of Shares & Voting Rights 
5. 2023 LTIP Disclosure
6. 2023 AGM Voting Results

The Company held an Extraordinary General Meeting on Tuesday, 26 February 2019 at 11am in The Marker Hotel, Grand Canal Square, Dublin 2.

1. Letter from the Chairman and Notice of EGM
2. Sample Form of Proxy
3. EGM Proxy Vote Result

The Company held an Extraordinary General Meeting on Monday, 12 October 2020 at 11am in the Company’s registered offices.

1. Letter from the Chairman and Notice of EGM
2. Sample Form of Proxy
3. 2020 EGM Proxy Vote Results

The Company held an Extraordinary General Meeting on Wednesday, 27 January 2021 at 11am in the Company’s registered offices.

• Letter from the Chairman and Notice of EGM
• Sample Form of Proxy
• EGM Proxy Vote Results

1. Copy of Articles of Association marked to show the changes made by resolution 2
2. Copy notification issued by the Company to Euroclear Bank as required by section 5 of the Migration
3. Copy statements issued by Euroclear Bank as required by section 5 of participants
4. Copy section 6(4) Notice published by the company
5. Euroclear Terms and Conditions (April 2019)
6. The operating Procedures of the Euroclear System (October 2020)
7. Euroclear Bank as Issuer CSD for Irish corporate securities - Service Description - Version 4
8. Euroclear Rights of participants to securities in the Euroclear System (July 2017)
9. Euroclear Bank as Issuer CSD for Irish corporate securities - Migration Guide - Version 2
10. Euroclear General fees brochure (December 2020)
11. (k.1) CREST Reference Manual December 2020
    (k.2) CREST Central Counterparty Service Manual (June 2019)
    (k.3) CREST Rules (December 2020)
    (k.4) CREST CCSS Operations Manual (December 2020)
    (k.5) CREST Application Procedure Becoming a client 10 point guide
    (k.6) CREST Application Procedure Becoming a client EUI
    (k.7) CREST Application Procedure EUI Contact Card
    (k.8) CREST Glossary (December 2020)
    (l) CREST International Manual (November 2020)
    (n) Euroclear EUI Tariff Brochure (August 2020)
    (o) CREST Terms and Conditions (August 2020)