Notice of Annual General Meeting

Notice is hereby given that the one hundred and twentieth Annual General Meeting (AGM) of The Medical and Dental Defence Union of Scotland (known as MDDUS) will be held on Friday 8 September 2023 at 10.00am.

The AGM is convened for the following purposes:

Ordinary Resolutions (i.e. resolutions passed by a simple majority of 50 per cent)

Annual Report and Accounts

1. To receive and consider the Annual Report and Accounts for the year ending 31 December 2022.

MDDUS Board appointments

2. To re-appoint Dr Joanna Bayley, who retires at this time under Article 15.6 and offers herself for re-appointment, as a Director for a term of office of three years.

3. To re-appoint Professor Jason Leitch, who retires at this time under Article 15.6 and offers himself for re-appointment, as a Director for a term of office of two years.

4. To re-appoint Mrs Victoria Macleod, who retires at this time under Article 15.6 and offers herself for re-appointment, as a Director for a term of office of three years.

5. To re-appoint Professor Iain Cameron, who retires at this time under Article 15.6 and offers himself for re-appointment, as a Director for a term of office of three years.

Auditor

4. To re-appoint BDO LLP, Chartered Accountants, as Auditor.

5. To authorise the Board to fix the remuneration of the Auditor.

 

Dated this day 21 August 2023

By order of the Board

Mr Bryan A. Hislop

Company Secretary

 

NOTES

1. A Member entitled to attend and vote at the AGM convened by this Notice is entitled to appoint a proxy to vote in the Member’s place. A proxy need not be a Member of MDDUS. An instrument of proxy (see below for link to proxy form) must, together with any authority under which it is executed or a copy of such authority certified notarially or in some other way approved by the Board, be deposited at MDDUS, c/o The Company Secretary, 206 St Vincent Street, Glasgow G2 5SG by Wednesday 6 September 2023 at 10.00am.

2. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes for or against a resolution.

3. Information about the candidates for re-appointment (as held in the Register of Directors):

Dr Joanna Bayley. Service address: c/o MDDUS. Resident: UK. Nationality: British. Occupation: General Practitioner. Date of birth: June 1969.

The Board recommends the re-appointment of Dr Bayley so that she may continue to contribute to the Board as a practising GP and Chief Executive of a primary care organisation; Senior Independent Director of the Board; Vice-Chair of the Investment Committee; member of the Remuneration and Nominations Committee; and Vice-Chair of MDDUS Services Ltd.

Professor Jason Leitch. Service address: c/o MDDUS. Resident: UK. Nationality: British. Occupation: National Clinical Director. Date of birth: October 1968.

The Board recommends the re-appointment of Prof. Leitch so that he may continue to contribute to the Board as a National Clinical Director; and member of the Investment Committee and Remuneration and Nominations Committee.

Mrs Victoria Macleod. Service address: c/o MDDUS. Resident: Scotland. Nationality: British. Occupation: Non-executive director. Date of birth: April 1971.

The Board recommends the re-appointment of Mrs Macleod so that she may continue to contribute to the Board as an experienced non-executive director and financial services professional; member of the Audit and Risk Committee; and Chair of MDDUS Services Ltd.

Professor Iain Cameron. Service address: c/o MDDUS. Resident: UK. Nationality: British and Australian. Occupation: Non-executive director and retired professor. Date of birth: February 1956.

The Board recommends the re-appointment of Prof. Cameron so that he may continue to contribute to the Board as a retired medical academic and experienced non-executive director; Chair of the Board; member of the Investment Committee and Remuneration and Nominations Committee; and director of MDDUS Insurance Ltd.

Biographies of all directors are available on the MDDUS website at https://www.mddus.com/about-us/corporate-governance/mddus-board

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