Exhibit 99.5
Form of Proxy - Emera Inc.
Special Shareholders’ Meeting of July 11, 2019
Appointment of Proxyholder
I/We, being holder(s) of Emera Inc. (the “Company”) common shares, hereby appoint: M. Jacqueline Sheppard, or failing her, Scott C. Balfour, or failing him, Stephen D. Aftanas,OR
[Print the name of the person you are appointing if this person is someone other than the individuals listed above]
as proxy of the undersigned, to attend, act and vote on behalf of the undersigned in accordance with the below direction (or if no directions have been given, as the proxy sees fit) on the following matter and any other matter that may properly come before the Special Shareholders’ Meeting of the Company to be held at 2:00 p.m. Atlantic Time on Thursday, July 11, 2019, on the 8th Floor, Emera Place, 5151 Terminal Road, Halifax, Nova Scotia, Canada (the “Meeting”), and at any and all adjournments or postponements thereof in the same manner, to the same extent and with the same powers as if the undersigned were personally present, with full power of substitution.
Management recommends voting FOR the following Resolution. Please use a dark black pencil or pen.
| | | | | | |
| | Amendment of Articles of Association | | FOR | | AGAINST |
| | The amendment to Part B of the Articles of Association of the Company for the removal of the 25 percent restrictions relating to share ownership and voting rights bynon-Canadian resident shareholders of the Company. | | ☐ | | ☐ |
I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting.
If no voting instructions are indicated above, this Proxy will be voted FOR the above matter by Management’s appointees or, if you appoint another proxyholder, as that other proxyholder sees fit. On any amendments or variations proposed or any new business properly submitted before the Meeting, I/We authorize you to vote as you see fit.
| | | | |
| | YES | | NO |
NON-RESIDENT VOTING CONSTRAINT | | | | |
Are the shares represented by this Proxy held, beneficially owned or controlled, directly or indirectly, by a resident of Canada? | | ☐ | | ☐ |
Please sign exactly as your name(s) appear on this proxy. Please see reverse for instructions. All proxies must be received by 2:00 p.m. Atlantic Time, Tuesday, July 9, 2019.