MLN – Notice of Meeting of Shareholders – 14 November 2017
THE BUSINESS OF THE MEETING WILL BE:
1. Annual Report
To receive the annual report for the year ended 30 June 2017.
2. Election of Director
To re-elect Andy Coupe as a director of Marlin Global. Andy Coupe retires by rotation in accordance with the
company’s constitution and being eligible, offers himself for re-election. The Board supports the re-election of Andy
Coupe as an independent director.
(See Explanatory Note 1 for biographical detail.)
3. Auditor Remuneration
To authorise the Board of Directors to fix the remuneration of the auditor for the ensuing year.
4. General Business
To consider any other business that may properly be submitted to an annual meeting.
In each case, the resolutions of the meeting are ordinary resolutions, to be approved by a simple majority of the votes of
shareholders entitled to vote and voting.
The Board of Marlin Global recognises that the Annual Meeting of Shareholders is an important forum at which
shareholders can meet the Board. We welcome your input and encourage you to submit any questions you may have in
writing prior to the meeting to:
Marlin Global Limited
Private Bag 93502, Takapuna, Auckland 0740
Phone +64 9 484 0365
enquire@marlin.co.nz
The Ellerslie Event Centre is situated at 80-100 Ascot Ave, Greenlane.
Car parking is provided at the venue.
NOTICE OF ANNUAL MEETING
OF SHAREHOLDERS
Notice is hereby given that an Annual Meeting of Shareholders of Marlin Global Limited
(“Marlin Global” or “the company”) will be held in Guineas Room 1, Ellerslie Event Centre,
Greenlane, Auckland on Tuesday 14th November 2017 at 10:30am.
PROCEDURAL NOTES
1. A shareholder may attend the meeting and vote or may appoint a proxy to attend the meeting and vote in place of
the shareholder.
2. A proxy need not be a shareholder of the company. The Chair of the Meeting is prepared to act as proxy. Any
undirected votes in respect of a resolution, where the Chair is appointed as a proxy, will be voted in favour of the
relevant resolution, other than when he or she is prohibited from voting on that resolution.
3. If you wish to appoint a proxy you should complete the proxy form which is enclosed with this notice of meeting.
Proxy forms must be returned to the office of Marlin Global’s share registrar, Computershare Investor Services
Limited, either by fax to 64 9 488 8787, by delivery to Level 2, 159 Hurstmere Road, Takapuna, Auckland or by mail
to Private Bag 92119, Auckland 1142 so as to be received not later than 10.30am on Sunday 12 November 2017.
EXPLANATORY NOTE 1 – ELECTION OF DIRECTOR
Andy Coupe LLB
Independent Director
Term of Office
Andy Coupe was first appointed to the Marlin Global board on 1 March 2013 and last
elected at the 2013 Annual Meeting.
Board Committees
Chair of the Investment Committee
Member of the Audit & Risk Committee
Member of the Remuneration & Nomination Committee
Biography
Andy Coupe has extensive commercial and capital markets experience having worked in a number of sectors within
the financial markets over the last 30 years. Andy was formerly a consultant in investment banking at UBS New Zealand
Limited, where his role principally encompassed equity capital markets, involving numerous initial public offerings and
secondary market transactions, and takeover transactions. Andy is Chair of Farmright, Solid Energy New Zealand
and the New Zealand Takeovers Panel. He is Deputy Chair of Television New Zealand and also a director of Kingfish,
Barramundi, Gentrack Group, Briscoes Group and Coupe Consulting. Andy is a chartered member of the New Zealand
Institute of Directors. Andy’s principal place of residence is Hamilton.
The Board of the Company considers that Andy Coupe will be an Independent Director for the purposes of the NZX Main
Board Listing Rules if re-elected to the Board. The Board supports the re-election of Andy Coupe.
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Annual Meeting of Shareholders of Marlin Global Limited
Guineas Room 1, Ellerslie Event Centre, Greenlane, Auckland
Tuesday 14 November 2017 at 10:30am
Go online to vote, or turn over to complete the form
Lodge your vote
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119
Auckland 1142
New Zealand
By Fax
+64 9 488 8787
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
Your secure access information
Control Number: CSN/Securityholder Number:
PLEASE NOTE: For security reasons it is important that you keep your CSN/Securityholder Number confidential. To vote online
you will need the above Control Number, your CSN/Securityholder Number and postcode (or country of residence if you reside
outside of New Zealand).
Proxy/Voting Form/Admission Card
Vote online, 24 hours a day, 7 days a week:
www.investorvote.co.nz
Scan the QR code to vote now.
Smartphone?
For your vote to be effective it must be received by 10:30am on Sunday 12 November 2017.
Signing Instructions for Postal Forms
Individual
Where the holding is in one name, the shareholder must sign.
Joint Holding
Where the holding is in more than one name, all of the shareholders must sign.
Power of Attorney
If the form is signed under a power of attorney, a certificate of non-revocation
must be completed and a certified copy of the power of attorney must be
produced to the company unless it has already been noted by the company.
Companies
A corporation may sign under the hand of a duly authorised officer.
Mailing Instructions
If mailing the proxy form from within New Zealand, use the enclosed reply
paid envelope.
If mailing the proxy form from outside New Zealand, affix the necessary
postage from the country of mailing.
How to Vote on Items of Business
All your securities will be voted in accordance with your directions.
Appointment of Proxy
1) As a shareholder you may attend the meeting and vote, or you may appoint a
proxy to attend the meeting and vote on your behalf. A proxy can be any
person of the shareholder’s choice and does not have to be a shareholder.
2) The Chair of the meeting, or any other Director, is willing to act as proxy for any
shareholder who wishes to appoint him or her for that purpose. Any undirected
votes in respect of a resolution, where the Chair or any other Director is
appointed proxy, will be voted in favour of the relevant resolution, other than
when he or she is prohibited from voting on that resolution.
3) To appoint a proxy, please enter the name of your proxy in the space allocated
in ‘Step 1’ overleaf of this form. If you do not name a person as your proxy or
your named proxy does not attend the meeting, the Chair will be appointed
your proxy and may only vote in accordance with your express direction.
Voting of your holding
Direct your proxy how to vote or give the proxy discretion as to how to vote on
the resolutions by completing FOR, AGAINST, ABSTAIN or PROXY DISCRETION
box on ‘Step 2’ overleaf. If the form is returned without a direction as to how the
proxy shall act on a resolution the proxy will exercise the proxy’s discretion as to
whether to vote and, if so, how.
If you propose to ATTEND the Annual Meeting:
Bring this admission card, proxy form and voting instructions/ballot paper to the
share registry at the entrance to the meeting.
If you do NOT propose to attend the Annual Meeting:
Please complete and sign the proxy and voting instruction sections in ‘Step 1’
and ‘Step 2’ overleaf of this form, sign the form and return it to the share
registrar.
Proxy/Corporate Representative Form
Appoint a Proxy to Vote on Your Behalf
STEP 1
hereby appointof
or failing him/herof
I/We being a shareholder/s of Marlin Global Limited
ATTENDANCE SLIP
Annual Meeting of Shareholders of Marlin Global Limited to
be held in Guineas Room 1, Ellerslie Event Centre, Greenlane,
Auckland on Tuesday 14 November 2017 at 10:30am.
Signature of Securityholder(s) This section must be completed.
SIGN
or Sole Director and Sole Company Secretaryor Directoror Director/Company Secretary
Securityholder 1Securityholder 2Securityholder 3
Contact Name Contact Daytime Telephone Date
Proxy
Discretion
Items of Business - Voting Instructions/Ballot Paper
STEP 2
Please note: Instruct your proxy to vote by placing an “X” in the relevant box. If you want your proxy to decide how to vote on that resolution, please mark
the box “Proxy Discretion”. If you mark the “Abstain” box for an item, you are directing your proxy not to vote on your behalf on a show of hands as a poll
and your votes will not be counted in computing the required majority.
Resolutions to:
1. Re-elect Andy Coupe as a Director of Marlin Global Limited
2. Authorise the Board of Directors to fix the remuneration of the auditor for the ensuing year
For
Against
Abstain
as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the Annual Meeting of Shareholders of
Marlin Global Limited to be held in Guineas Room 1, Ellerslie Event Centre, Greenlane, Auckland on Tuesday 14 November 2017 at 10:30am and at any adjournment
of that meeting, and to vote on any resolutions to amend any of the resolutions, on any resolution so amended and on any other resolution proposed at the Annual Meeting (or
any adjournment of that Annual Meeting) so as to give effect to my/our intention as set out below where possible.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.