Stride Property Limited logo

Annual Shareholder Meetings 2018

AGM30 July 2018SPGReal Estate

louise.hill@strideproperty.co.nz

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NOTICE OF ANNUAL SHAREHOLDER MEETINGS
2018

Notice is given that the 2018 Annual Meeting of Shareholders of Stride Property Limited (SPL) and the

Annual Meeting of Shareholders of Stride Investment Management Limited (SIML, and together with SPL,

Stride Property Group) are to be held at the Pullman Hotel, Regatta D Room, Corner Princes Street and

Waterloo Quadrant, Auckland, New Zealand, on Thursday 30 August 2018, commencing at 11.00 am,

with entry to the room available from 10.30 am.

Stride Property Limited

Stride Investment Management Limited

Notice of Meetings
30 August 2018

This Notice of Meetings is an important document and requires your attention. It should be read in its entirety.

It has been prepared to advise you of the forthcoming Annual Meetings of Shareholders and to assist you

in understanding the resolutions to be put to shareholders for consideration at the Annual Meetings of Shareholders.

If you do not understand any part of this document or are in doubt as to how to deal with it, you should consult

your broker or other professional adviser as soon as possible. Please also feel free to call Stride Property Group’s

Share Registrar on +64 9 488 8777 if you have any queries.

ORDER OF BUSINESS

A. CHAIRMAN'S ADDRESS

B. CHIEF EXECUTIVE’S ADDRESS

C. FINANCIAL STATEMENTS

To receive and consider the Annual

Report and audited consolidated financial

statements of Stride Property Group for the

year ended 31 March 2018.

FOR STRIDE PROPERTY LIMITED:

D. ORDINARY RESOLUTION

To consider and, if thought fit, pass the

following ordinary resolution:

Resolution 1 – Auditor's Remuneration

That the Directors be authorised to fix the

remuneration of PricewaterhouseCoopers as auditor

of Stride Property Limited, for the ensuing year.

FOR STRIDE INVESTMENT MANAGEMENT

LIMITED:

E. ORDINARY RESOLUTIONS

To consider and, if thought fit, pass the

following resolutions:

Resolution 1 - Auditor’s Remuneration

That the Directors be authorised to fix the

remuneration of PricewaterhouseCoopers as

auditor of Stride Investment

Management Limited, for the ensuing year.

Resolution 2 - Re-election of Director

That John Harvey be re-elected as a

Director of Stride Investment Management Limited,

pursuant to clause 22.3 of Stride Investment

Management Limited’s constitution.

F. GENERAL BUSINESS

To consider such other business as may

be lawfully raised at the meetings.

By order of the Boards


Louise Hill, Company Secretary

30 July 2018

EXPLANATORY NOTES

Stride Property Limited (SPL)

Resolution 1 – Auditor’s Remuneration

PricewaterhouseCoopers is the existing auditor of SPL

and has indicated its willingness to continue as auditor.

Pursuant to section 207T of the Companies Act 1993,

PricewaterhouseCoopers is automatically re-appointed

at the Annual Shareholder Meeting as auditor of SPL.

Section 207S(a) of the Companies Act 1993 provides that

the auditor's fees and expenses must be fixed, either by

SPL at that Annual Shareholder Meeting or in the manner

that SPL determines at the Annual Shareholder Meeting.

The proposed resolution, if passed by shareholders, would

authorise the Board, consistent with commercial practice,

to fix the remuneration of PricewaterhouseCoopers as

SPL's auditor.

The Board unanimously recommends that

shareholders vote in favour of Resolution 1.

Stride Investment Management Limited (SIML)

Resolution 1 – Auditor’s Remuneration

PricewaterhouseCoopers is the existing auditor of SIML

and has indicated its willingness to continue as auditor.

Pursuant to section 207T of the Companies Act 1993,

PricewaterhouseCoopers is automatically re-appointed

at the Annual Shareholder Meeting as auditor of SIML.

Section 207S(a) of the Companies Act 1993 provides that

the auditor's fees and expenses must be fixed, either by

SIML at that Annual Shareholder Meeting or in the manner

that SIML determines at the Annual Shareholder Meeting.

The proposed resolution, if passed by shareholders, would

authorise the Board, consistent with commercial practice,

to fix the remuneration of PricewaterhouseCoopers as

SIML's auditor.

The Board unanimously recommends that

shareholders vote in favour of Resolution 1.

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Stride Property Limited

Stride Investment Management Limited

Resolution 2 – Re-election of Director of Stride
Investment Management Limited (SIML)

In accordance with NZX Main Board Listing Rule 3.3.11,

at least one third of directors (or the number nearest to

one third) must retire at each Annual Shareholder Meeting.

The Directors required to retire at the Annual Shareholder

Meeting are those Directors who have been longest in

office since their last election or deemed election.

If the Directors are eligible, they may offer themselves for

re-election at the Annual Shareholder Meeting. Directors

John Harvey and Michael Stiassny will retire in accordance

with Listing Rule 3.3.11.

John Harvey, being eligible, offers himself for re-election.

The SIML Board has determined that Director John Harvey

will be an independent non-executive Director for the

purposes of the NZX Main Board Listing Rules if

re-elected. If re-elected as a Director of SIML, John Harvey

will automatically be appointed as a Director of SPL,

pursuant to clause 22.4 of the SPL constitution.

Michael Stiassny is not offering himself for re-election, and

accordingly will retire as a director of each of SIML and

SPL at the conclusion of the meetings.

No nominations for persons for appointment to the SIML

Board were received by SIML by 20 July 2018, being the

closing date for such nominations as advised to the

market pursuant to NZX Main Board Listing Rule 3.3.5,

and subsequently no other person is eligible to be elected

as a Director at the SIML Annual Shareholder Meeting.

The Board unanimously recommends that

shareholders vote in favour of Resolution 2.


Notice of Meetings

30 August 2018

JOHN HARVEY

BCom, CA, CFInstD

Chair of the Audit and Risk Committee

Independent Director

John has over 35 years' professional experience

as a chartered accountant. He was a partner in

PricewaterhouseCoopers for 23 years where he

held a number of management and governance

responsibilities. John retired from PwC in June

2009 to pursue a career as a professional

independent director.

He is a Chartered Fellow of the Institute of

Directors in New Zealand (Inc.) and is currently a

director of Investore Property Limited, Kathmandu

Holdings Limited, Heartland Bank Limited and is

Chairman of New Zealand Opera Limited.

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Stride Property Limited

Stride Investment Management Limited

Notice of Meetings
30 August 2018

PROCEDURAL NOTES AND OTHER

INFORMATION

Attendance, voting rights and proxies

As a shareholder, you may attend the meetings and vote,

or you may appoint a proxy to attend the meetings and

vote in your place. If you wish to appoint a proxy, you

should complete and return the Proxy Voting Form

which is enclosed with this Notice of Meetings, or lodge

your proxy preference online at www.investorvote.co.nz

(see below for further details). A proxy need not be a

shareholder of Stride Property Group. If you wish, you may

appoint the Chairman of the meetings or any Director as

your proxy.

Lodging your proxy online will require you to enter your

CSN Securityholder number and postcode/country of

residence and the secure access control number that is

located on the front of your Proxy Voting Form.

To be effective, the Proxy Voting Form must be received

by Stride Property Group's share registrar or the online

appointment completed through InvestorVote, no later

than 11.00 am on Tuesday 28 August 2018.

Proxy Voting Forms must be returned to the office of

Stride Property Group's share registrar, Computershare

Investor Services Limited, either by:

 Mail in the enclosed pre-paid envelope, addressed to

Private Bag 92 119, Auckland 1142;

 Fax to +64 9 488 8787; or

 Lodge your proxy appointment online at

www.investorvote.co.nz.

Voting entitlements will be determined at 5.00 pm on

Friday 24 August 2018. Registered shareholders at that

time will be the only persons entitled to vote at the Annual

Shareholder Meetings and only the shares registered in

those shareholders' names at that time may be voted at

the Annual Shareholder Meetings.

A corporate shareholder may appoint a person to attend

the meetings as its representative in the same manner as

it may appoint a proxy.

If you appoint a proxy, you may either direct your proxy

how to vote for you, or you may give your proxy discretion

to vote as he/she sees fit. If you wish to give your proxy

discretion, then you must mark the appropriate boxes on

the Proxy Voting Form.

If you appoint the Chairman or any other Director as your

proxy, and tick the “Proxy Discretion” box, the Chairman

or Director, as applicable, intends to vote in favour of the

relevant resolution. If you do not tick any box (either "For",

"Against" or “Proxy Discretion"), the Chairman or other

Director (as applicable) will not be permitted to act as your

proxy.

If you are attending in person, please bring the enclosed

Proxy Voting Form to the Annual Shareholder Meetings to

assist with your registration.


Ordinary resolutions

Each of the resolutions at each of the Annual Shareholder

Meetings will be passed if approved by ordinary resolution.

An ordinary resolution means a resolution passed by a

simple majority of the votes of those Shareholders entitled

to vote and voting on the resolution.

Joint holders

Where two or more persons are registered as the holder

of a share, the vote of the person named first in the share

register and voting on the matter will be accepted to the

exclusion of the votes of the other joint holders.

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Stride Property Limited

Stride Investment Management Limited

iPad
Location:

Regatta D Room

Pullman Hotel

Corner Princes Street and

Waterloo Quadrant

Auckland 1010

New Zealand

Start Time:

11.00 am (with entry to

the meeting room available

from 10.30 am)

Directions for shareholders attending the

2018 Annual Shareholder Meetings

RSVP

To assist in our planning we would be grateful if you would complete this form if you wish to

attend this year's Annual Shareholder Meetings.



YES, I WILL ATTEND

NO, I WILL NOT ATTEND

NAME:

NUMBER OF ATTENDEES:

Please return by mail in the enclosed pre-paid envelope or fax to +64 9 488 8787 or scan

and email to corporateactions@computershare.co.nz

Pullman Auckland

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Stride Property Limited
Stride Investment Management Limited

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Lodge your Proxy Voting Form
Stride Property Limited

Stride Investment Management Limited

Voting Proxy Form

Online

www.investorvote.co.nz

By Mail

Computershare Investor Services Limited

Private Bag 92119, Auckland 1142, New Zealand

By Fax

+64 9 488 8787

The 2018 Annual Meetings of Stride Property Limited (‘SPL’) and Stride Investment Management Limited (‘SIML’) will be

held on Thursday 30 August 2018, commencing at 11.00 am, in Regatta D Room, Pullman Hotel, Corner Princes Street

and Waterloo Quadrant, Auckland, New Zealand.

For all enquiries contact

+64 9 488 8777

By Email

corporateactions@computershare.co.nz

Your secure access information

Control Number:

CSN/Shareholder Number:

PLEASE NOTE: You will need your CSN/Shareholder Number and post code or country of residence (if outside New Zealand)

to access InvestorVote and then follow the prompts to appoint your proxy..

www.investorvote.co.nz

Lodge your proxy online, 24 hours a day, 7 days a week:

Smartphone?

Scan the QR code to vote now.

Voting - General

You are entitled to one vote at each meeting for every fully paid share in Stride Property

Limited (‘SPL’) and Stride Investment Management Limited (‘SIML’), held at 5pm on 24

August 2018. It is intended that voting at the Annual Meetings (‘Meetings’) will occur by

way of poll.

Options on How to Vote

Option 1 - Attend the Meetings

If you propose to ATTEND the Meetings, please bring this Proxy Voting Form intact to the

Meetings, as the barcode will assist with your registration. If a representative of a corporate

security holder or proxy is to attend the Meetings, they may need to provide evidence of

your authorisation to act prior to admission.

Option 2 - Appointment of Proxy (refer to Steps 1 & 2 over the page or go

to www.investorvote.co.nz)

If you do not plan to attend the Meetings, you may appoint a proxy of your choice, by either

completing the form over the page or lodging your preferences online at

www. investorvote.co.nz. A proxy need not be a shareholder of SPL and SIML. If you appoint

a proxy, that person is entitled to attend the Meetings to represent your interests and must be

present for your vote to be counted.

If you wish, you may appoint the Chairman of the Meetings, or any other Director as your proxy.

To do this, enter “the Chairman” or the Director's name in the space allocated in Step 1 over

the page or online. If you appoint the Chairman or any Director as your proxy, and you mark

the “Proxy's Discretion” box, you acknowledge that he/she may exercise your proxy even if he/

she has an interest in the outcome of the resolutions.

Should you wish to direct the proxy how to vote, the boxes over the page should be

completed for each Resolution presented in Step 2 or you can lodge your proxy preferences

online. If you mark the “Proxy's Discretion” box for any Resolution, you are directing your proxy

to vote as he or she thinks fit on your behalf. If you return your Proxy Voting Form without

direction on any Resolution, your proxy will not be permiited to vote.

The Chairman of the Meetings and the Directors intend to vote proxies marked “Proxy's

Discretion” in favour of Resolution 1 for SPL and in favour of Resolutions 1 and 2 for SIML.

Signing Instructions for the Proxy Voting Form

Individual

Where a shareholder is an individual, this Proxy Voting Form must be signed by the

shareholder or his or her duly authorised attorney.

Joint Shareholding

In the case of joint shareholding, this Proxy Voting Form must be signed by each of the joint

shareholders (or their duly authorised attorney).

Companies

Where the shareholder is a company or corporate shareholder, this Proxy Voting Form must

be signed by a duly authorised officer or attorney.

Trusts

Where a shareholder is a trust, this Proxy Voting Form must be signed by at least one trustee

in accordance with the relevant trust deed (using the rules for an individual or a company,

depending on whether the trustee is an individual or a company).

Partnerships

Where a shareholder is a partnership, this Proxy Voting Form should be signed by at least

one partner in accordance with the rules governing the partnership (using the rules for

an individual or a company, depending upon whether the partner is an individual or a

company).

Power of Attorney

If this Proxy Voting Form has been signed under a power of attorney, a copy of the power

of attorney and a signed certificate of non-revocation of the power of attorney must be

produced with this Proxy Voting Form, unless it has already been noted by SPL, SIML or

Computershare Investor Services Limited.

Body Corporate

A body corporate shareholder may appoint a representative on its behalf in the same

manner as if it were appointing a proxy, provided that the Chairman of the Meetings, the

Board, or the persons checking the entitlement of people attending the Meetings, will waive

any time limit for prior notice in respect of a corporation in favour of a person who at the

Meetings can produce reasonable evidence of their authority to represent the corporation.

For your proxy to be effective, it must be received by 11:00 am (NZST) Tuesday 28 August 2018


Turn over to complete the Proxy Voting Form

The 2018 Annual Meetings of Stride Property Limited
and Stride Investment Management Limited to be held

on Thursday 30 August 2018, commencing at 11.00 am

in Regatta D Room, Pullman Hotel, Corner Princes Street

and Waterloo Quadrant, Auckland, New Zealand

ATTENDANCE SLIP

Signature of Shareholder(s) This section must be completed.

Shareholder 1

or Sole Director/Directoror Director (if more than one)

Shareholder 2Shareholder 3

Contact Name Contact Daytime Telephone Date

hereby appoint

of

or failing that person

of

I/We being a shareholder/s of Stride Property Limited and Stride Investment Management Limited

as my/our proxy to act generally at the Meetings on my/our behalf and to vote in accordance with the following directions at the 2018 Annual Meetings of

Stride Property Limited and Stride Investment Management Limited to be held on Thursday 30 August 2018, commencing at 11.00 am in Regatta D

Room, Pullman Hotel, Corner Princes Street and Waterloo Quadrant, Auckland, New Zealand and at any adjournment of the Meetings.

(name of proxy)

(name of proxy)

(address)

(address)

STEP 1: Appoint a Proxy to Vote on Your Behalf

STEP 2: Items of Business - Voting Instructions/Ballot Paper

Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted in

computing the required majority.

For

Against

Abstain

Proxy‘s

Discretion

For

Against

Abstain

Proxy‘s

Discretion

Ordinary Resolution for Stride Property Limited

Ordinary Resolutions for Stride Investment Management Limited

Resolution 1 - Auditor’s Remuneration

That the Directors be authorised to fix the remuneration of PricewaterhouseCoopers as auditor of

Stride Property Limited, for the ensuing year.

Resolution 1 - Auditor’s Remuneration

That the Directors be authorised to fix the remuneration of PricewaterhouseCoopers as auditor of

Stride Investment Management Limited, for the ensuing year.

Resolution 2 – Re-election of Director

That John Harvey be re-elected as a Director of Stride Investment Management Limited, pursuant

to clause 22.3 of Stride Investment Management Limited's constitution.

Stride Property Limited

Stride Investment Management Limited

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