Argosy issues Notice of Annual Meeting
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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