Notice of Annual Shareholders’ Meeting 2018

Notice of Annual Shareholders’ Meeting 2018

11 September 2018 – The following materials relating to Mercury’s 2018 Annual Shareholders’ Meeting are today
being sent to Mercury Shareholders:
- Email to Shareholders with details of Annual Shareholders’ Meeting 2018
- Notice of Meeting 2018
- Voting/Proxy Form 2018
Mercury’s Annual Shareholders’ Meeting will be held on Friday 28 September 2018 at 10.30am at the Vodafone
Events Centre, 770 Great South Road, Manukau, New Zealand.

For further information:

Investors – Tim Thompson 0275 173 470
Media – Craig Dowling 0272 105 337

ENDS
Attachments:
- News release
- Email to Shareholders with details of Annual Shareholders’ Meeting 2018
- Notice of Meeting 2018
- Voting/Proxy Form 2018


ABOUT MERCURY NZ LIMITED
Mercury’s mission is energy freedom. Our purpose is to inspire New Zealanders to enjoy energy in more wonderful
ways and our goal is to be New Zealand’s leading energy brand. We focus on our customers, our people, our
partners and our country; maintain a long-term view of sustainability; and promote wonderful choices. Mercury is
energy made wonderful.
Visit us at: www.mercury.co.nz
STOCK EXCHANGE LISTINGS: NZX (MCY) / ASX (MCY)
NEWS RELEASE

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OUR ANNUAL
SHAREHOLDERS’ MEETING
As an owner of Mercury NZ Limited, you are invited to our Annual Shareholders’ Meeting.
Venue: Vodafone Events Centre, 770 Great South Road, Manukau, New Zealand
Date: Friday 28 September 2018
Time: 10.30am
BUSINESS
A. CHAIR’S WELCOME AND STRATEGIC OVERVIEW
B. CHIEF EXECUTIVE’S REPORT ON FINANCIAL AND BUSINESS PERFORMANCE
C. ORDINARY RESOLUTIONS
The following ordinary resolutions will be voted on at the meeting:
Resolution 1: Re-election of Keith Smith
That Keith Smith, who retires by rotation and is eligible for re-election, be re-elected
as a director of the company.
Resolution 2: Re-election of Prue Flacks
That Prue Flacks, who retires by rotation and is eligible for re-election, be re-elected
as a director of the company.
Resolution 3: Re-election of Mike Taitoko
That Mike Taitoko, who retires by rotation and is eligible for re-election, be re-elected
as a director of the company.
D. OTHER BUSINESS
To consider any other matter raised by a shareholder at the meeting.
By order of the Board
HOWARD THOMAS
COMPANY SECRETARY
11 SEPTEMBER 2018

RESOLUTIONS 1, 2 AND 3:
RE-ELECTION OF KEITH SMITH, PRUE FLACKS AND MIKE TAITOKO AS DIRECTORS
Under our Constitution, and as required by the NZX Main Board Listing Rules, at least one third of
Mercury’s directors (or the number nearest to one third) must stand down at our Annual Shareholders’
Meeting each year and, if they wish, seek re-election. This requirement is referred to as retiring by rotation.
It applies to those directors who have been longest in office since they were last re-elected.
Keith Smith, Prue Flacks and Mike Taitoko are the directors retiring by rotation in 2018, and are all seeking
re-election. Each of Keith, Prue and Mike is an Independent Director (as determined by the Board using
the definition in the NZX Main Board Listing Rules) and stands for re-election with the unanimous support
of the Board.
EXPLANATORY NOTES
APPOINTED MAY 2009
Last re-elected 5 November 2015
Keith Smith was appointed a Director
of Mercury in May 2009 and is Chair of
its Risk Assurance and Audit Committee.
He is Chair of Goodman (NZ), Deputy Chair
of The Warehouse Group and a Director of
Westland Dairy Cooperative and various
private companies covering a range of
industry sectors. Keith is also a trustee for
Cornwall Park Trust Board and a member
of the Advisory Board of Tax Traders
Limited (formerly The New Zealand Tax
Trading Company).
Keith Smith stands for re-election with
the unanimous support of the Board.
APPOINTED
MAY 2010
Last re-elected 5 November 2015
Prue Flacks joined the Mercury Board
in May 2010 and is Chair of its People
and Performance Committee. She is
a barrister and solicitor with extensive
specialist experience in commercial law
and, in particular, banking and finance
and securities law. Prue was a partner
of Russell McVeagh for 20 years. She is
Chair of Queenstown Airport Corporation
and a Director of Chorus and Bank of
New Zealand.
Prue Flacks stands for re-election with
the unanimous support of the Board.
APPOINTED
AUGUST 2015
Last re-elected 5 November 2015
Mike Taitoko was appointed to the Board
in August 2015. He is a leading advisor
on Māori economic development and has
well-established networks in Māoridom.
Mike has strong commercial skills in the
application of digital technologies and
is the co-founder and Managing Director
of Takiwa Limited, a technology company
commercialising cloud-based geospatial
analytics services. He is also a Director of
Bio-resource Processing Alliance, and
Auckland Tourism Events and Economic
Development (ATEED) and a Member of
the Digital Economy and Digital Inclusion
Ministerial Advisory Group.
Mike Taitoko stands for re-election with
the unanimous support of the Board.
> KEITH SMITH
> MIKE TAITOKO
> PRUE FLACKS

WEBCAST
If you’re unable to attend the meeting,
and would like to watch it online, please visit:
https://edge.media-server.com/m6/go/
MCYASM2018
Shareholders who choose to watch online
can vote either by postal or proxy vote
(online or by post).
IMPORTANT INFORMATION
VOTING
Voting entitlements for the meeting will be
fixed as at 5pm (NZ time) on Wednesday 26
September 2018. Only people registered as
shareholders at that time will be able to vote
at this meeting and only on their shareholdings
at that time.
PROXIES AND CORPORATE REPRESENTATIVES
Any shareholder entitled to vote at the meeting
may appoint a proxy (or representative, in the
case of a corporate shareholder) to attend and
vote on their behalf. A proxy does not have to
be a Mercury shareholder. You may appoint the
Chair of the meeting or any director as your
proxy. The Chair of the meeting and the
directors will vote for resolutions marked
“Proxy’s Discretion”, even if they have an
interest in the outcome of the resolution.
If you’ve ticked the “Proxy’s Discretion” box and
your named proxy does not attend the meeting
or you haven’t named a proxy, the Chair of the
meeting will act as your proxy.
POSTAL VOTING
You can cast a postal vote instead of attending
the meeting in person or appointing a proxy to
attend. Howard Thomas, the Company
Secretary, has been authorised by the Board to
receive and count postal votes at the meeting.
PROXY AND POSTAL VOTING FORM
A Voting/Proxy Form is attached to this Notice
of Meeting. Completed Voting/Proxy Forms
must be received at Computershare Investor
Services, no later than 10:30am (NZ time) on
Wednesday 26 September 2018.
Any Voting/Proxy Form received after that time
will not be valid for the meeting. Please see the
Voting/Proxy Form for more information on
how to return your proxy or postal vote.
ONLINE PROXY AND POSTAL VOTING
Proxy appointments or postal votes can be
lodged online at www.investorvote.co.nz
To vote online you must enter your CSN/
Securityholder number, Postcode/Country
of Residence and the secure access Control
Number that is located on the front of your
Voting/Proxy form or advised in the email
notification you received.
To cast a postal vote or appoint a proxy, select
your preferred voting method and follow the
prompts online.
RESOLUTIONS
Resolutions 1, 2 and 3 are ordinary resolutions,
meaning that they can be approved by a
simple majority (more than 50%) of the
votes cast.
VOTING RESTRICTIONS
There are no voting restrictions on the
resolutions proposed in this Notice of Meeting.
RSVP > ANNUAL SHAREHOLDERS’ MEETING
To help with our planning, please let us know if you would like to attend
our Annual Shareholders’ Meeting. All you need to do is tick the
boxes below and send this form back to us in the free-post envelope
enclosed. The meeting is being held at the Vodafone Events Centre,
770 Great South Road, Manukau on Friday 28 September 2018
starting at 10:30am.
Please tick:

Yes I will attend the meeting

I wish to be accompanied by my spouse, partner or companion
(only one guest per shareholder)
Shareholder name:
> HOW TO GET TO THE VODAFONE EVENTS CENTRE
BY ROAD FROM AUCKLAND CBD AND THE NORTH:
> From the Southern Motorway SH1, take exit 448, Redoubt Road;
> Turn right on Redoubt Road;
> Turn left on Great South Road;
> The Vodafone Events Centre is 700m on your left.
BY ROAD FROM PAPAKURA AND THE SOUTH:
> From the Southern Motorway SH1, take exit 449A-B,
Great South Road;
> Turn left on to Great South Road (direction Manurewa);
> The Vodafone Events Centre is 400m on your left.
BY ROAD FROM THE WEST:
> From the South-Western Motorway SH20, take exit 2, Lambie Drive;
> Keep right to continue towards Great South Road, Urban Route 3;
> Turn right at first crossroad to Great South Road;
> The Vodafone Events Centre is 700m on your left.
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Enter through Gate 3 via Great South Road. Parking is free.
BY TRAIN/BUS:
If you are traveling by train, the Vodafone Events Centre is a 15 minute
walk or short taxi ride from Manukau train station, on the Eastern Line.
The Events Centre is also served by the following buses: 055, 33, 361
and 362. You should get off either at stop 2144 or stop 6030.
!

> MERCURY NZ LIMITED
LEVEL 3, 109 CARLTON GORE ROAD, NEWMARKET, AUCKLAND 1023
PHONE +64 9 308 8200 FAX +64 9 308 8209MERCURY.CO.NZ

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Lodge your postal vote or proxy
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services
Private Bag 92119, Auckland 1142, New Zealand
By Fax
+64 9 488 8787
For all enquiries contact
By Phone
+64 9 488 8777
By Email
corporateactions@computershare.co.nz
> TURN OVER TO COMPLETE THE FORM TO VOTE
VOTING
You’re entitled to one vote for every fully paid share you hold in Mercury NZ Limited at
5pm on Wednesday 26 September 2018. Voting at the meeting will be by way of a poll
(which the Chair of the meeting will call at the start of the meeting). You may cast a
postal vote or appoint a proxy to vote on your behalf.
HOW TO VOTE
Please bring this Voting/Proxy Form to the meeting so we can scan the barcode to
register you.
To vote by postal vote or appoint a proxy instead, please complete either process online
or post this form.
Please read the instructions below before completing this form.
Postal Vote (refer to Step 1 overleaf)
The Company Secretary has been authorised by the Board to receive and count postal
votes at the meeting.
If you return your postal vote without indicating how you wish to vote on a resolution,
you’ll be treated as not voting on that resolution.
Appointment of Proxy (refer to Steps 1 & 2 overleaf)
You may appoint a proxy (or, in the case of a corporate shareholder, a representative)
to attend on your behalf. A proxy does not need to be a Mercury shareholder. You may
direct the proxy on how to vote on some or all resolutions or leave a decision, some
decisions or all decisions to the proxy’s discretion – do this by ticking the “Proxy
Discretion” box.
Any votes where you’ve directed the proxy by ticking the “For”, “Against” or “Abstain”
boxes will be counted as postal votes, so you don’t need to worry if your proxy is unable
to make it to the meeting.
You may appoint the Chair of the meeting or any director as your proxy. To do this, enter
“the Chair” or the director’s name in the space allocated in “Step 2” of this form. The
Chair of the meeting and the directors will vote for resolutions marked “Proxy’s Discretion”,
even if they have an interest in the outcome of the resolution.
If you’ve ticked the “Proxy’s Discretion” box and your named proxy does not attend the
meeting or you haven’t named a proxy, the Chair of the meeting will act as your proxy.
HOW TO SIGN
Individual
Where a shareholder is an individual, this Voting/Proxy Form must be signed by you or
someone you authorise to sign for you.
Companies
Where a shareholder is a company, this Voting/Proxy Form must be signed by a director
or someone the company authorises to sign for it.
Trusts
Where a shareholder is a trust, this Voting/Proxy Form should be signed by at least one
trustee in accordance with the relevant trust deed (using the rules for an individual or a
company, as applicable).
Partnerships
Where a shareholder is a partnership, this Voting/Proxy 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, as applicable).
Joint Shareholders
At least one joint shareholder should sign this Voting/Proxy Form (on behalf of all joint
shareholders). If a joint shareholder votes differently from another joint shareholder, the
vote of the shareholder named first in the share register will be counted.
Power of Attorney
If this Voting/Proxy Form is completed by an attorney, the power of attorney or a certified
copy must, unless already provided to Mercury NZ Limited, accompany the Voting/Proxy
Form together with a completed certificate of non-revocation of authority.
Body Corporate
Where a body corporate is appointing a representative to act on its behalf, pre-registration
will not be required. Instead it will be sufficient for the appointed person to produce
reasonable evidence at the meeting of his or her authority to represent the body
corporate, as well as a completed copy of this Voting/Proxy Form.
www.investorvote.co.nz
Lodge your proxy online, (24/7 access) by 10.30am on Wednesday 26 September 2018
Your secure access information
Control Number:
CSN/Securityholder Number:
To vote online you’ll need the above Control Number, your CSN/Securityholder Number
and postcode/or country of residence if you reside outside of New Zealand.
Smartphone?
Scan the QR code to vote now.
The Annual Shareholders’ Meeting of Mercury NZ Limited will be held on Friday 28 September 2018 at 10.30am at the
Vodafone Events Centre, 770 Great South Road, Manukau.
Voting/Proxy Form
To be effective as a postal vote or proxy, the Voting/Proxy Form must be received by 10.30am on 26 September 2018

> STEP 1: VOTING INSTRUCTIONS/VOTING PAPER
Cast a postal vote, or instruct your proxy to vote, by placing a tick in the relevant box.
Tick one box only in respect of each resolution. If you’re appointing a proxy and want your
proxy to decide how to vote on a resolution, please mark the box “Proxy’s Discretion”.
ResolutionsForAgainstAbstain
Proxy’s
Discretion
1.To re-elect Keith Smith as a director
2.To re-elect Prue Flacks as a director
3.To re-elect Mike Taitoko as a director
> STEP 2: APPOINTMENT OF A PROXY
If you mark any of the boxes above “Proxy’s Discretion”, you must also appoint a proxy
(although if you’ve marked “For”, “Against” or “Abstain”, these will be counted as postal
votes whether or not your proxy attends the meeting). Even if you cast a postal vote, you
may also appoint a proxy to attend the meeting on your behalf by filling out this section.
You can choose the Chair of the meeting or any Director to be your proxy.
I/We
the above named shareholder/shareholders of Mercury NZ Limited
hereby appoint:
of
(full name of proxy) (full address) Note: Leave blank if appointing the Chair or a Director as your proxy
Or failing that person of
(full name of proxy) (full address) Note: Leave blank if appointing the Chair or a Director as your proxy
as my/our proxy to vote for me/us on my/our behalf as directed above and on any
other matter to be put to the Annual Shareholders’ Meeting of Mercury NZ Limited
to be held on Friday 28 September 2018, 10:30am and at any adjournment or
postponement of this meeting.
> SIGNATURE OF SHAREHOLDER(S) THIS SECTION MUST BE COMPLETED
Shareholder 1 Shareholder 2 Shareholder 3

Contact Name Daytime Telephone Date
The Annual Shareholders’ Meeting of Mercury NZ Limited will be held
on Friday 28 September 2018 at 10.30am at the Vodafone Events
Centre, 770 Great South Road, Manukau.
ATTENDANCE SLIP