Infratil Notice of Meeting 2018

INFRATIL
NOTICE OF
MEETING
2018

THE SHAREHOLDERS OF INFRATIL LIMITED
27 July 2018

Shareholders have already received Infratil’s 2018 Annual Report in
which I, and Marko Bogoievski on behalf of the manager, Morrison &
Co, comment on the activities of Infratil over the past year and on the
future prospects for Infratil.
The Annual Meeting is in Wellington this year. A number of matters

are to come before shareholders for voting at the Annual Meeting.
These include:
•
The re-election of myself and Mr Paul Gough as Directors.
•
Setting the aggregate maximum fees payable to Directors by
Infratil and any of its subsidiary companies.
•
Authorisation for the Directors to fix the auditor’s remuneration.
As mentioned above, there is a resolution this year in relation to
directors’ fees (the Board last obtained shareholder approval to
increase the aggregate maximum remuneration payable to directors of
Infratil and its subsidiaries at the 2015 AGM). The Board reviews
directors’ fees annually to ensure that fees do not fall out of step with
the market and reflect the commitment required of an Infratil director,
and this year has considered a range of sources for comprehensive
director fees data (including the Institute of Directors Directors’ Fee
Report 2017). As a result of that review, the Board is proposing a
modest increase to the directors’ aggregate maximum fee pool of
$59,046, from $940,923 to $999,969 per annum (an increase of
6.3%). Further details of the directors’ fees for which approval is sought
are set out in the Notice of Meeting that follows.
The Notice of Meeting also includes a Disclosure Document (Annexure
A) describing the Share Buyback Programme which Infratil has decided
to continue. Your directors consider that, from time to time, buying

back shares may be the best use of Infratil’s funds. Accordingly, Infratil
wishes to keep open that investment opportunity for the next

12 months, as it has done for a number of years.
I look forward to seeing you at the Annual Meeting, presenting our
results and answering any questions you may have.
Yours sincerely

Mark Tume
Chairman

INFRATILNOTICE OF MEETING 2018
12
PROXIES
Any shareholder of the Company who is entitled to attend and vote
at the Annual Meeting may appoint a proxy to attend and vote
instead of him or her. A proxy does not need to be a shareholder of
the Company. The Chairman of the Meeting is prepared to act as
proxy. Any undirected votes in respect of a resolution, where the
Chairman of the Meeting 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. A shareholder entitled to
cast two or more votes may appoint two proxies and may specify
the proportion or number of votes each proxy is appointed to
exercise. If the shareholder does not specify the proportion of the
shareholder’s voting rights each proxy is to represent, each proxy
will be entitled to exercise half the shareholder’s votes.
To appoint a proxy you can complete and sign the enclosed Proxy
Form and return it by delivery, mail, facsimile or scan and email to
the share registrar of the Company or lodge online:
Delivery by hand: Mail:
Infratil Limited Infratil Limited
C/- Link Market Services Limited C/- Link Market Services Limited
Level 11, Deloitte Centre PO Box 91976
80 Queen Street Victoria Street West
Auckland 1010, New Zealand Auckland 1142, New Zealand
Facsimile: +64 9 375 5990
Scan and email: meetings@linkmarketservices.co.nz
Please put the words “Infratil Proxy Form” in the subject line for
ease of identification
Online: You may lodge your proxy online, go to:

vote.linkmarketservices.com/IFT
You will require your holder number and FIN (New Zealand
register) or your holder number and postcode (Australian register)
to complete your vote.
A shareholder will be taken to have signed the Proxy Form by
lodging it in accordance with the instructions on the website.
The completed Proxy Form must be received by the share registrar
or online appointment must be completed by no later than

48 hours before the start of the Annual Meeting, being 2.30 pm
on 22 August 2018. Voting entitlements of the Annual Meeting
will also be determined as at this time. Registered shareholders

at that time will be the only persons entitled to vote at the Annual
Meeting and only the shares registered in those holders’ names

at that time may be voted at the Annual Meeting.
Notice is hereby given pursuant to section 120 of the Companies
Act 1993 (“Act”) that the 2018 Annual Meeting of shareholders

of Infratil Limited (“Company”) will be held in the Lambton Room,
InterContinental Hotel, 2 Grey Street, Wellington on Friday,

24 August 2018, commencing at 2:30 pm.
BUSINESS
A. Chairman’s Introduction
B. Chief Executive’s Review
C. Presentation of the Annual Report for the year ended

31 March 2018 and the report of the auditor
To receive and consider the Annual Report of the Company for the
year ended 31 March 2018. Shareholders will have an opportunity
to raise questions on the Report and on the performance and
management of the Company generally.
D. Resolutions
To consider and, if thought fit, pass the following ordinary
resolutions:
1. Re-election of Mr Mark Tume: That Mark Tume be re-elected as a
director of the Company.
2. Re-election of Mr Paul Gough: That Paul Gough be re-elected as a
director of the Company.
3. Directors’ remuneration: That the aggregate maximum
remuneration payable to all Directors (in their capacity as a director
of the Company or any of its subsidiaries) be increased by $59,046
from $940,923 to $999,969 per annum (plus GST or VAT, as
appropriate).
4. Auditor’s remuneration: That the Board be authorised to fix the
auditor’s remuneration.
ORDINARY RESOLUTIONS
Each resolution set out above is to be considered as a separate
ordinary resolution. To be passed, each resolution requires a
simple majority of votes of holders of ordinary shares of the
Company, entitled to vote and voting.
NOTICE OF
ANNUAL MEETING

INFRATILNOTICE OF MEETING 2018
34
INFRATIL
3
EXPLANATORY
NOTES
RESOLUTIONS 1 AND 2: RE-ELECTION OF DIRECTORS
The Board of the Company considers that both Mr Tume and
Mr Gough will be Independent Directors for the purposes of
the NZX Main Board/Debt Market Listing Rules (“Rules”) if
re-elected to the Board.
•
Mark Tume (BBS, Dip Bkg Stud) – Chairman and
Independent Director
Mark Tume has been Chairman since 2013 and a Director
since 2007. He is Chair of RetireAustralia and Te Atiawa Iwi
Holdings and a director of the New Zealand Refining
Company and Ngai Tahu Holdings Corporation. Mark is a
professional director with experience in the infrastructure,
energy and financial sectors, both in Australia and

New Zealand. He has served on the boards of a number
of public and private companies.
•
Paul Gough (BCom(Hons)) – Independent Director
Paul Gough has been a Director since December 2012. He

is a London-based New Zealander and Managing Partner of
Private Equity fund, STAR Capital, which focuses on acquiring
and developing asset-based businesses in Europe. Paul is a
director of several international companies with experience
across the transport, logistics, energy, financial services,
property and healthcare sectors. Paul previously worked for
Credit Suisse First Boston in New Zealand and London.
The Board supports the re-election of both Mr Tume and

Mr Gough.
RESOLUTION 3: DIRECTORS’ REMUNERATION
The Board’s policy is to regularly review the level of directors’
remuneration, to ensure that fees do not fall out of step with

the market and reflect the commitment required of the
Company’s directors. The Board last obtained shareholder
approval to increase the aggregate maximum remuneration
payable to directors of the Company and its subsidiaries at the
2015 AGM (at which shareholders approved a directors’ fee pool
of $940,923 per annum, plus GST/VAT).

INFRATILNOTICE OF MEETING 2018
56
Since the 2015 AGM, the Board approved a modest increase to
the directors’ fee structure for the year ending 31 March 2018
(details of which are set out in the Infratil Annual Report 2018)
and Wellington International Airport has also increased the

fees payable to its directors (one of whom, Ms Gerry, is also a
director of Infratil). In addition, the Board has established

the Manager Engagement Committee (information on which
is also set out in the Infratil Annual Report 2018) and, given
the responsibilities of this committee, the Board considers
it appropriate that members of this committee are paid an
additional committee fee for that role.
Accordingly, the Board recommends to shareholders an increase
in the aggregate maximum quantum of fees paid to all Directors
(in their capacity as a director of the Company or any of its
subsidiaries) by $59,046 from $940,923 to $999,969 per
annum (plus GST or VAT, as appropriate). In reaching this
recommendation, the Board has considered the experience and
responsibility of the directors, the size and scope of the Company,
the level of governance, and the consequent time commitment,
and has also considered a range of sources for comprehensive
director fees data (including the Institute of Directors Directors’
Fee Report 2017).
This total fee pool may be divided among Directors in their
capacities as directors of the Company and any of its subsidiaries
as the Board deems appropriate. The existing fee structure, and
the proposed initial fee structure if the increase to the Directors’
fee pool is approved, is set out overleaf:
ANNUAL FEE STRUCTURE2015
APPROVAL:
EXISTING FEE
LEVELS
FY2018 (NZD)
2018
PROPOSAL:
NEW FEE
LEVELS
FY2019 (NZD)
INCREASE
Base Fees:
Chairman of the Board

(inclusive of Committee fees)
200,000210,00010,000
Director100,000102,5002,500
Overseas Director (P Gough)124,876127,9983,122
Audit and Risk Committee Fees:
Chair20,00020,000Nil
Member10,00010,000Nil
Nominations and
Remuneration Committee Fees:
ChairNilNilNil
MemberNilNilNil
Manager Engagement
Committee Fees:
Chair (ex officio Chairman

of the Board)
N/ANilNil
MemberN/A7,5007,500
Fee Pool Allocation: Fees paid to
Directors in their capacity as
Directors of the Company (paid
by the Company)
780,923819,96939,046
Fee Pool Allocation: Fees paid to
Directors in their capacity as
directors of subsidiaries (paid
by the subsidiary)
160,000180,00020,000
DIRECTORS’ FEE POOL 940,923999,96959,046
NB: Amounts above exclude GST or VAT, where appropriate

INFRATILNOTICE OF MEETING 2018
78
The table on page 6 excludes any directors’ fees paid to any
Director as a director of Trustpower Limited or Tilt Renewables
Limited (although, as at the date of this Notice of Meeting, no
Director is also serving as a director of either of those companies).
Although both Trustpower and Tilt Renewables are subsidiaries of
Infratil, both are also separately listed on the NZSX Main Board.
Accordingly, if in the future any Director is also a director of
Trustpower or Tilt Renewables, Rule 3.5.1 requires any directors’
fees paid to that Director in their capacity as a director of
Trustpower or Tilt Renewables to be approved by the shareholders
of Trustpower or Tilt Renewables (as applicable), but does not
require those fees to be approved by shareholders in Infratil (and
they do not get deducted from the fee pool above).
Pursuant to Rule 9.3.1 each director of Infratil and their
respective Associated Persons (as that term is defined in the
Rules) are disqualified from voting on this Resolution 3.
A disqualified person who is appointed as a proxy for a person
who is entitled to vote may vote in accordance with the express
direction of that person, but may not exercise a discretionary vote
where direction is not given.
RESOLUTION 4: AUDITOR’S REMUNERATION
KPMG is automatically reappointed as auditor under section 207T
of the Act. This resolution authorises the Board to fix the fees and
expenses of the auditor.
PARTICULARS OF THE SHARE BUYBACK PROGRAMME
For many years, the Company has maintained a Share Buyback
Programme. This programme has been successful in creating
shareholder value and it is proposed that the Company continue
it. The Share Buyback Programme needs to comply with the
Rules. The Share Buyback Programme will be undertaken in
accordance with Rule 7.6, and the primary intent is that shares be
bought back as permitted by Rules 7.6.1(a) and (f) and the
applicable provisions of the Act. This allows the Company to make
any offer pursuant to the procedures detailed in Section 60(1)(b)
(ii) of the Act, or through NZX’s order matching market, or
through the order matching market of a ‘Recognised Stock
Exchange’ (as defined in the Rules) and in compliance with
Section 63 of the Act.
The Company notifies shareholders that, in accordance with
Sections 60(1)(b)(ii) or 63 of the Act, the Company may acquire
up to a further 50,000,000 ordinary shares (approximately 8.9%
of the outstanding ordinary shares, excluding treasury stock).
These shares may be bought on-market or off-market, but the
combined total of further on-market and off-market purchases
will not exceed 50,000,000 ordinary shares. Off-market
purchases will not be made from employees or directors of the
Company or associated persons of directors.
The maximum price at which shares will be bought off-market

is $4.00 per share. The Company is not committing to buy shares
at this or any other price and a decision as to any purchases will
be made from time to time having regard to market conditions.
No maximum price is specified for shares bought on-market, but
the Company will always disclose the number of shares, and the
price at which it bought them, whether on-market or off-market,
before 9:30 am on the business day following the purchase
being made.
Whether the purchases are on-market or off-market, the

directors will regularly reassess the situation and seek to
purchase shares at prices that in their view represent the best
value for shareholders.
The directors believe that, depending on market conditions

and the Company’s then current share price, having the Share
Buyback Programme in place is a positive way of improving
shareholder value and is fair to the Company and all
shareholders.
The disclosure document required under the Act follows as
Annexure A.
ANNEXURE A: COMPANIES ACT DISCLOSURE
DOCUMENT FOR SHARE BUYBACK PROGRAMME
In the 2017 Notice of Meeting, the Company advised
shareholders of its intention to continue its Share Buyback
Programme, reserving the right to acquire up to 50,000,000 of
the Company’s ordinary shares on issue. The maximum price of
shares that could be bought off-market was $3.70 per share, and
no maximum price was specified for shares bought on-market.
The Company has acquired 775,000 ordinary shares under the
Share Buyback Programme since the 2017 Notice of Meeting.

INFRATILNOTICE OF MEETING 2018
910
It is considered appropriate for the Company to continue the
previously notified Share Buyback Programme, but with a new
maximum price of $4.00 per share for shares bought off-market,
and reserve the right to buy back up to a further 50,000,000 of
the Company’s ordinary shares on issue. This would represent
approximately 8.9% of the outstanding ordinary shares,
excluding treasury stock. These shares may be bought on-market
or off-market, but the combined total of further on-market and
off-market purchases may not exceed 50,000,000 ordinary
shares. Off-market purchases may also not be made from
employees or directors of the Company or associated persons

of directors.
This Disclosure Document sets out the information that the Act
requires be provided to shareholders annually while a Share
Buyback Programme continues.
TERMS OF THE OFFER
On-market Buyback – Section 63 of the Act
•
The Company may make one or more offers on the NZX Main
Board market to all shareholders to acquire up to 50,000,000
ordinary shares in the Company, pursuant to section 63 of

the Act.
•
Offers may be made between 24 August 2018 and
31 July 2019.
•
The Company will pay the prevailing market price for the
shares at the time of purchase. The Company is not obliged to
make offers, and reserves the right to cease doing so at any
time.
Off-market Buyback – Section 60(1)(b)(ii) of the Act
•
The Company may make offers to one or more shareholders
to acquire up to 50,000,000 ordinary shares in the Company,
pursuant to Section 60(1)(b)(ii) of the Act.
•
Offers may be made between 24 August 2018 and
31 July 2019.
•
The Company will pay the prevailing market price for the
shares at the time of purchase. The price per share will not
exceed $4.00. The Company is not obliged to make offers,
and reserves the right to cease doing so at any time.
•
Buybacks made in compliance with Section 60(1)(b)(ii) of
the Act will not be made from any person who is a Director,
Associated Person of a Director or an Employee (as those
terms are defined in the Rules) of the Company and will not
exceed 15% of the shares on issue at 24 August 2018.
Other Information Applicable to Both On-market and Off-market
Buybacks
•
The Company will not purchase any shares while it possesses
any information that is materially price-sensitive but not
publicly available. If the Company has price sensitive
information, it will cease acquiring shares until the
information is publicly disclosed or ceases to be materially
price sensitive.
•
The Company intends to hold up to 5% of its shares as
Treasury Stock, from those shares first acquired. Treasury Stock
comprises shares acquired and held by the Company in itself
and which would otherwise be cancelled on acquisition.
Subject to certain restrictions, Treasury Stock can be
transferred, re-issued or cancelled by the Company.
•
All on-market offers will be designed so that the proceeds of
sales will not be taxable as dividends whilst off-market offers
may be taxable as dividends, and imputation credits will not
be attached to the proceeds. Shareholders who have special
tax status, as a result, for example, of trading securities
professionally, should consult their tax advisers.
RESOLUTIONS
To initiate the proposed offer the Board unanimously resolved on
4 July 2018, amongst other things:
1. To continue the previously notified Share Buyback
Programme beyond 31 July 2018, but with a new maximum
price of $4.00 per share for shares bought off-market, and
reserve the right to make one or more offers on the NZX
market to all shareholders to acquire up to a further
50,000,000 ordinary shares in the Company pursuant

to Section 60(1)(b)(ii) (off-market buyback) and Section 63
(on-market buyback) of the Act in the period between

24 August 2018 and 31 July 2019.
2. To pay the prevailing market price for the shares at the time

of purchase, but for the purchases made pursuant to Section
60(1)(b)(ii) of the Act, to pay not more than $4.00 per share.

INFRATILNOTICE OF MEETING 2018
1112
3. That in respect of any offer made pursuant to Section 60(1)(b)
(ii) of the Act:
- the acquisition is in the best interests of the Company;
- the acquisition is of benefit to the remaining
shareholders;
- the terms of the offer and the consideration offered for the
shares are fair and reasonable to the Company; and
- the terms of the offer and the consideration offered for the
shares are fair and reasonable to the remaining
shareholders.
4. That in respect of an offer made pursuant to Section 63 of

the Act:
- the acquisition is in the best interests of the Company and
its shareholders; and
- the terms of the offer and the consideration offered for the
shares are fair and reasonable to the Company and its
shareholders.
5. That, for the purposes of buybacks effected under Resolution
3 or 4, the Directors are not aware of any information that will
not be disclosed to the Company’s shareholders:
- that is material to an assessment of the value of the
shares; and
- as a result of which the terms of the offer and
consideration offered for the shares are unfair to the
shareholders accepting the offer.
6. That the reasons for the Directors’ conclusions in the
Resolutions 3, 4 and 5 are:
- to maximise shareholder value. Acquiring shares when the
share price is below $4.00 may be considered by the
Board (taking into account prevailing circumstances) to be
an efficient use of capital; and
- shareholders have total discretion to choose whether to
participate in the buyback. There is no pressure to sell to
the Company; and
- the Company has in place reviews and procedures to
ensure that it does not acquire shares during the period
when material price sensitive information is known to the
Company but is not available to shareholders.
7. That the Board is satisfied that the Company will, immediately
after acquiring the shares, satisfy the solvency test applied
under Section 52 of the Act.
8. That Marko Bogoievski, Mark Flesher, Phillippa Harford and
Jason Boyes of Morrison & Co Infrastructure Management
Limited (each acting alone) are hereby authorised to sign
such documents and do such other things as may be
necessary or appropriate to complete the buyback.
9. That until the Company holds shares in itself equating to 5%
of the total number of shares on issue, such shares need not
be cancelled but may be held as Treasury Stock by the
Company itself.
DIRECTORS’ INTERESTS
Ordinary Shares (as at 27 July 2018)
INFRATIL (IFT) ORDINARY SHARESBENEFICIAL
INTERESTS
NON-BENEFICIAL
INTERESTS
M Tume39,9775,792
M Bogoievski1,618,299Nil
A Gerry21,588Nil
P Gough159,000Nil
P M Springford25,000Nil
H J D Rolleston42,460Nil
This Disclosure Document is provided pursuant to Sections

61(5) and 63(6) of the Act and complies with Sections 62 and
64 of the Act.

---

2018 ANNUAL MEETING
Venue: Lambton Room, InterContinental Hotel,
2 Grey Street, Wellington on Friday 24 August 2018
commencing at 2.30pm
VOTING
You are entitled to one vote for every fully paid share in Infratil Limited that you hold as at 2:30pm on Wednesday,
22 August 2018.
HOW TO LODGE YOUR PROXY:
Online: You may lodge your proxy online at:
vote.linkmarketservices.com/IFT
You will require your holder number and FIN (New Zealand register)
or your holder number and postcode (Australian register) to complete
your vote.
A shareholder will be taken to have signed the Proxy Form by lodging
it in accordance with the instructions on the website.
Mail: Infratil Limited, C/- Link Market Services Limited,
PO Box 91976, Victoria Street West, Auckland 1142, New Zealand
Deliver: Infratil Limited, C/- Link Market Services Limited, Level 11,
Deloitte Centre, 80 Queen Street, Auckland 1010, New Zealand
Fax: +64 9 375 5990
Scan and email: meetings@linkmarketservices.co.nz
(Please put the words “Infratil Proxy Form” in the subject line for
easy identification).
If you have any questions regarding your voting please call the
Link Market Services helpline on +64 9 375 5998.
PROXY FORM (for use if you are unable to attend the Annual Meeting)
Appointment of Proxy
1. If you do not propose to attend the Annual Meeting and wish to be
represented by a proxy, please complete this Proxy Form in accordance
with the Voting Instructions below and deliver it to Infratil Limited’s share
registry, Link Market Services, by one of the means noted above. Proxies
must be received by Link Market Services no later than 2:30pm on
22 August 2018.
2. To lodge your proxy online, go to the Link Market Services website, as
noted above, and follow the instructions. You will be required to enter
your holder number and FIN (New Zealand register) or postcode
(Australian register) for security purposes. A shareholder will be taken to
have signed the Proxy Form by lodging it in accordance with the
instructions on the website.
3. A proxy cannot be appointed online if they are appointed under a power
of attorney or similar authority. The online proxy facility may also not be
suitable for shareholders who wish to appoint two proxies with different
voting directions.
4. If you wish, you may appoint the Chairman of the Meeting to act as your
proxy. To appoint the Chairman of the Meeting, enter “Chairman of the
Meeting” in the space allocated in “Step 1” of this Proxy Form. Subject to
note 5, the Chairman of the Meeting intends to vote proxies marked
“Proxy Discretion” in favour of all Resolutions.
5. Please note that a Director, or an Associated Person of a Director,
appointed as Proxy (including the Chairman of the Meeting), may not
exercise a discretionary vote if they have an interest in the outcome of the
resolution. In that case, your vote on that resolution will be invalid unless
you tick a box directing the proxy to vote for, against or to abstain.
6. If this Proxy Form is returned duly signed by a shareholder, with voting
instructions included, but without specifying a person to be appointed
as Proxy, the Chairman of the Meeting is deemed to be the Proxy for the
purpose of that form to the extent of the voting instructions as provided.
7. The Proxy is appointed only for this Annual Meeting or any adjournment
of this Annual Meeting.
Signing Instructions
8. If a shareholder is an individual, this Proxy Form must be signed by the
shareholder or his or her duly authorised attorney.
9. If the shares are held by joint shareholders, at least one of the joint
shareholders must sign this form (on behalf of all joint shareholders).
If the joint shareholders appoint different voting proxies, the vote of
the proxy appointed by the first named joint shareholder in the Infratil
Limited share register will be counted.
10. If a shareholder is a trust, this Proxy Form must be signed by at least one
trustee, in accordance with the relevant trust deed, or by an attorney
for the trust.
11. If a shareholder is a company, this Proxy Form must be signed by a duly
authorised officer or attorney.
12. If this Proxy Form is signed by an attorney, a copy of the power of attorney
under which it is signed and a signed certificate of non-revocation of the
power of attorney must accompany this Proxy Form when sent to Link
Market Services Limited.

STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We, being a shareholder of Infratil Limited, hereby appoint:
or failing him/her appoint
(full name of Proxy)* (full name of Proxy)*
as my/our proxy to exercise my/our vote, in accordance with my/our directions at the Annual Meeting of the Company to be held on 24 August 2018, and
at any adjournment of that Annual 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.
* Please insert the name of a proxy. The Chairman of the Meeting is prepared to act as proxy. If you wish to appoint the Chairman of the Meeting, insert “Chairman of the Meeting” above.
STEP 2: VOTING INSTRUCTIONS
Should the shareholder(s) wish to direct the proxy how to vote, these Voting Instructions must be completed. Any undirected votes in respect of a resolution
where the Chairman of the Meeting is appointed as Proxy, will be voted in favour of the relevant resolution, other than where he or she is prohibited from
voting on that resolution.
If you tick the “Proxy Discretion” box for a particular resolution, you are directing your proxy to decide how to vote on that resolution on your behalf. If you
tick the “Abstain” box for a particular resolution, you are directing your proxy NOT to vote on that resolution.
RESOLUTIONS:FORAGAINSTPROXY
DISCRETION
ABSTAIN
1To approve Resolution 1 set out in the Notice of Meeting: Re-election of Mr Mark Tume
2To approve Resolution 2 set out in the Notice of Meeting: Re-election of Mr Paul Gough
3To approve Resolution 3 set out in the Notice of Meeting: Directors’ remuneration
4To approve Resolution 4 set out in the Notice of Meeting: Auditor’s remuneration
Signature(s) of Shareholder(s)
Shareholder 1: Shareholder 2: Shareholder 3:
Signed this day of 2018
Daytime Contact Number: ( )
PROXY FORM/ADMISSION CARD
If you propose to attend the Annual Meeting please bring this Proxy Form intact to the Annual Meeting as the barcode is required
for registration.