Argosy Property Limited logo

Argosy issues Notice of Annual Meeting

AGM5 July 2018ARGReal Estate

Notice of
Annual Meeting

2018

Strength in diversity

Location

Royal New Zealand Yacht Squadron

101 Curran Street

Westhaven Marina

Monday, 6 August 2018

Commencing at 2pm

Explanatory Memorandum
ARGOSY PROPERTY LIMITED

NOTICE OF ANNUAL MEETING 2018

Important Notes

ENTITLEMENT TO VOTE

1. The persons who will be entitled to vote at the

annual meeting are those persons who are

registered on the Company’s share register as

holding fully paid ordinary shares in the Company on

Thursday, 2 August 2018 at 5.00pm.

ORDINARY RESOLUTIONS

2. Each of the resolutions to be moved at the annual

meeting is an ordinary resolution. For an ordinary

resolution to be passed, it must be approved

by a simple majority of the votes of shareholders who

are entitled to vote and vote on the resolution, in

person or by proxy.

PROXIES AND VOTING

3. A shareholder entitled to attend and vote at the

meeting is entitled to appoint a proxy to attend and

vote instead of that shareholder. A proxy need not

be a shareholder. A proxy form is enclosed. If the

Chairman of the meeting is appointed to act as

proxy and is not directed how to vote, he will vote in

favour of each Resolution. Shareholders are also able

to appoint a proxy online.

4. If, in appointing your proxy, you do not name a

person as your proxy, or your named proxy does not

attend the meeting, the Chairman of the meeting

will be your proxy and may only vote in accordance

with your express direction. The Chairman and the

directors will vote all discretionary proxies, for

which they have authority to vote, in favour of

each Resolution.

5. If you wish to appoint a proxy, you should

complete either the enclosed proxy form or the

online proxy form.

Notice

Notice is given that the annual meeting of shareholders

of Argosy Property Limited will be held at the Royal

New Zealand Yacht Squadron, 101 Curran Street,

Westhaven Marina, Auckland on Monday, 6 August

2018 commencing at 2.00pm.

Free parking is available at the venue.

Agenda

CHAIRMAN’S INTRODUCTION

CHIEF EXECUTIVE OFFICER’S REVIEW

RESOLUTIONS

To consider, and if thought fit, pass the following

resolutions as ordinary resolutions:

Resolution 1

That Jeff Morrison be re-elected as a Director.

Resolution 2

That the Board be authorised to fix the auditor’s fees

and expenses.

Further information relating to these resolutions is set

out in the Explanatory Memorandum accompanying

this Notice of Meeting. Please ensure you read and

consider the resolutions together with the

Explanatory Memorandum.

By order of the Board of Argosy Property Limited.

P Michael Smith

Chairman

6 July 2018

Explanatory Memorandum
ARGOSY PROPERTY LIMITED

NOTICE OF ANNUAL MEETING 2018

6. If you are completing the enclosed proxy form:

—All proxy forms must be signed by at least

one shareholder.

—In the case of joint shareholders, if the

shareholders appoint different voting proxies,

the vote of the proxy appointed by the first

named joint shareholder will be counted.

Seniority shall be determined by the order in

which the joint shareholders’ names stand in

Argosy Property Limited’s share register.

—If the proxy is signed under a power of attorney

or other authority, that power of attorney or

other authority or a certified copy of such power

of attorney or authority, if not previously

provided to the Company, must accompany the

proxy form, together with a completed certificate

of non-revocation.

—Completed proxy forms must be received by the

Company’s share registrar, Computershare Investor

Services Limited at Private Bag 92119, Auckland

1142, or at corporateactions@computershare.co.nz

or facsimile +64 9 488 8787, by no later than 2.00pm

on Saturday, 4 August 2018 (being 48 hours

before the meeting).

7. If you are using the online proxy form:

—Go to the Computershare InvestorVote website

at: www.investorvote.co.nz.

—Follow the instructions and prompts on the

website to complete your online proxy form.

Please note that you will need your CSN/

Securityholder Number and post code.

—The online proxy form must be submitted from

the website by no later than 2.00pm on Saturday,

4 August 2018 (being 48 hours before the

meeting). Please note that the online proxy

form cannot be used to appoint a proxy under

a power of attorney or similar authority.

8. A proxy granted by a company must be signed by

a duly authorised officer or attorney who is acting

under the company’s express or implied authority.

If a representative of a shareholding company is

to attend the meeting they must provide a

Certificate of Appointment of Corporate

Representative to Computershare Investor Services

Limited, by no later than 2.00pm on Saturday,

4 August 2018 (being 48 hours before the meeting),

in the same manner as for appointment of a proxy.

9. If you are attending the meeting and voting in more

than one capacity (e.g. also as proxy, attorney or

representative for one or more other shareholders)

you must fill out separate voting papers in respect

of each capacity in which you vote.

Director Elections

(Resolution 1)

Under clause 24.6 of the Company’s constitution, one

third of the Directors are required to retire from office

at the 2018 annual meeting. Those who retire are eligible

for re-election at the annual meeting. The Directors

required to retire at the annual meeting are those

Directors who have been longest in office since their

last election or deemed election.

Chris Hunter and Jeff Morrison are to retire at the 2018

annual meeting. Jeff Morrison offers himself for re-

election. Chris Hunter is not standing for re-election. The

Board has determined that Jeff Morrison, if re-elected, will

be an Independent Director (as defined in the NZX Main

Board Listing Rules).

A brief profile for Jeff Morrison is set out below.


DIRECTOR PROFILE:


Jeff Morrison

Mr Morrison has 40 years of experience as a property

lawyer, 29 of them as a commercial property partner at

Russell McVeagh, and now practises on his own

account. Mr Morrison is a trustee of the Spirit of

Adventure and other charitable trusts and holds a

number of private company directorships.

Mr Morrison is a qualified lawyer with a Bachelor of

Laws degree from The University of Auckland. He is also

a member of the Institute of Directors in New Zealand.

The Board recommends that you vote

IN FAVOUR OF Jeff Morrison’s re-election

as Director.

REASONS FOR THE BOARD’S

RECOMMENDATIONS

The Board wishes to ensure that it possesses the

appropriate blend of expertise, skills and experience,

having regard to the size of the Company and the nature

of its business. The Board supports the re-election of Jeff

Morrison because the Board considers he has the

expertise to contribute to the overall skill set required by

the Board.

Explanatory Memorandum
ARGOSY PROPERTY LIMITED

NOTICE OF ANNUAL MEETING 2018

Royal New Zealand Yacht Squadron

101 Curran Street

Westhaven Marina

Monday, 6 August 2018

Commencing at 2pm

Fixing of Auditor’s Fees

and Expenses

(Resolution 2)

Deloitte is automatically re-appointed as the auditor

of the Company under section 207T of the

Companies Act 1993. Resolution 2 authorises the

Board to fix the fees and expenses of Deloitte as the

Company’s auditor.

MEETING LOCATION:

CURRAN STREET

NORTHERN MOTORWAY

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.

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