Wellington Drive Notice of Annual Shareholders Meeting

® is a registered Trade Mark of Wellington Drive Technologies Ltd in New Zealand
Wellington Drive Technologies Ltd WT8859
21 Arrenway Drive, Rosedale, Auckland 0632, New Zealand
PO Box 302-533, North Harbour, North Shore City 0751, New Zealand
Telephone: +64 9 477 4500, Fax: + 64 9 479 5540
Email: info@wdtl.com Website: www.wdtl.com Page 1 of 2



Notice of Annual Meeting of Shareholders

Notice is hereby given that the 2017 Annual Meeting of shareholders of Wellington Drive
Technologies Limited (the “Company”) will be held at the registered office of Wellington, 21
Arrenway Drive, North Harbour, Auckland, on Friday, 21 April 2017 commencing at 3.00 p.m.

Business to be Conducted
(a) Chairman’s introduction
(b) Addresses from the Chairman and Chief Executive Officer
(c) Shareholder discussion
(d) Resolutions
To consider, and if thought fit, to pass the following resolutions as ordinary resolutions:
Resolution 1 - Re-election of Director
To re-elect Tony Nowell as a director of Wellington.
Note: A profile of Mr Nowell is included on the following page. The Board has determined that Mr Nowell is an
independent director.
Resolution 2 - Auditor’s Remuneration
To authorise the directors of Wellington to fix the remuneration of the auditor for the
ensuing year.
Note: PricewaterhouseCoopers is the existing auditor of the Company and is automatically re-appointed by virtue of
section 207T of the New Zealand Companies Act 1993. The proposed ordinary resolution is required to authorise the
directors of the Company to fix the auditor’s remuneration for the purposes of section 207S of the New Zealand
Companies Act 1993.

By Order of the Board

............................
R. N. Jackson
Secretary, Auckland
31 March 2017

Wellington Drive Technologies Ltd WT8859

Page 2 of 2
Profile of Director Seeking Re-election

Tony Nowell, CNZM Chairman
Mr Nowell was appointed a director of Wellington in March 2010 and Chairman
in December 2010. He is an experienced company leader in major New
Zealand and international businesses and also Chairs Scion (the New Zealand
Forest Research Institute) and the Omega Lamb Primary Growth Partnership
between the New Zealand Government and Primary Industry participants. He is
a board member of New Zealand Food Innovation (Auckland) and Food
Standards Australia New Zealand. He represented New Zealand on the APEC
Business Advisory Council from 2006 to 2016 and also in 2016 completed a six
year term as a member of the Export Advisory Board of Business New Zealand.
Mr Nowell was formerly Chief Executive of Zespri International, and Griffin’s
Foods Limited, and the Deputy Chair of Leadership New Zealand. Prior to
returning to New Zealand business in 2000 from an extended period of
international business experience, Mr Nowell was Regional Vice President of
Sara Lee Asia, President Director of Sara Lee Indonesia and President Director
of L'Oreal Indonesia.



If you plan to attend the Meeting, please call Wellington (Jane McMinn) on (09) 477-4500 and
advise the numbers attending. Alternatively, you may email Wellington on info@wdtl.com
Important Notes
Requisite Majority
Each of the Resolutions is an ordinary resolution. An ordinary
resolution requires the approval of a simple majority of votes of
those Shareholders entitled to vote and voting (in person, by proxy
or by postal vote) in order for it to be passed.
Each Resolution is a separate resolution to be voted on separately
by Shareholders. Accordingly, each Resolution may be approved
regardless of the outcome of the vote on any other resolution.
Determining entitlement to vote
The persons (or their proxies or representatives) who will be
entitled to vote on the Resolutions at the Meeting are those
persons who are shareholders at 5.00pm on Tuesday 18 April
2017, and only the shares registered in those shareholders’ names
on that date may be voted at the meeting.
Proxies and corporate representatives
Shareholders entitled to attend and vote at the Meeting may
appoint a proxy to attend and vote on their behalf. A proxy need
not be a Shareholder. For example, shareholders may appoint the
Chairman of the Board or another person (such as the chairman of
the meeting) to act as their proxy. It is intended that the Chairman
of the Board be the Chairman of the Meeting, except in respect of
his own re-election where Mr John McMahon will act as Chairman
of the Meeting and cast proxy votes recorded for the “Chairman of
the Meeting”. The Chairman of the Board has advised that it is his
intention to abstain from voting discretionary proxies held by him in
favour of his own re-election.




If additional matters are raised during the course of the Annual
Meeting which require a shareholder vote, your proxy will be
entitled to vote as he or she thinks fit.
Shareholders may revoke their proxies by giving written notice of
revocation to the Company in the manner set out below no later
than 3.00pm on Wednesday 19 April 2017.
Postal voting
Shareholders entitled to attend and vote at the Meeting may cast a
postal vote instead of attending in person or appointing a proxy to
attend. Wellington’s Company Secretary has been authorised by
the Board of Wellington to receive and count postal votes at the
Meeting.
Return of Voting and Proxy Form
A Voting and Proxy Form accompanies this Notice of Meeting.
If a Shareholder wishes to appoint a proxy or (in the case of a
corporate Shareholder), a representative or cast a postal vote, the
Voting and Proxy Form must be received by Wellington no later
than 3.00pm on 19 April 2017. The delivery, post, facsimile and
email addresses of Wellington for this purpose are as follows:
Hand delivery: 21 Arrenway Drive, Rosedale,
Auckland 0632
Post: PO Box 302-533, North Harbour,
Auckland 0751
Facsimile: (09) 479 5540
Email: Ron.Jackson@wdtl.com