AIA – Notice of Meeting and Proxy Form 2018
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AUCKLAND INTERNATIONAL AIRPORT LIMITED
Notice of Annual Meeting
Notice is hereby given that the 2018 annual meeting of the shareholders of
Auckland International Airport Limited will be held at the Vodafone Events
Centre, 770 Great South Road, Manukau, Auckland, or online at
www.virtualmeeting.co.nz/aia18 on Wednesday 31 October 2018,
commencing at 10:00am.
BUSINESS
A. Chair’s Address
B. Chief Executive’s Address
C. Financial Statements and Reports: To receive and
consider the financial statements of the company for the
year ended 30 June 2018, together with the directors’
and auditor’s reports to shareholders.
D. Resolutions: To consider, and if thought fit to pass, the
following ordinary resolutions (which require the approval
of a simple majority of the votes cast on the resolution):
1. Re-election of Patrick Strange: That Patrick Strange,
who retires by rotation and who is eligible for re-
election, be re-elected as a director of the company
(see explanatory note).
2. Re-election of Brett Godfrey: That Brett Godfrey,
who retires by rotation and who is eligible for re-
election, be re-elected as a director of the company
(see explanatory note).
3. Election of Mark Binns: That Mark Binns, who has
been nominated by the Board to stand as a director,
be elected as a director of the company (see
explanatory note).
4. Election of Dean Hamilton: That Dean Hamilton,
who has been nominated by the Board to stand as
a director, be elected as a director of the company
(see explanatory note).
5. Election of Tania Simpson: That Tania Simpson,
who has been nominated by the Board to stand as
a director, be elected as a director of the company
(see explanatory note).
6. Directors’ Remuneration: That the total quantum of
annual directors’ fees be increased by $36,720 from
$1,530,000 to $1,566,720, such amount to be divided
amongst the directors as they deem appropriate (see
attached explanatory note and voting exclusion).
7. Auditor: That the directors be authorised to fix the fees
and expenses of the auditor.
E. Other Business: To consider any other matters that may
lawfully be considered at the meeting.
By order of the Board.
MORAG FINCH, Acting Company Secretary
26 September 2018
EXPLANATORY NOTES
Proxy vote: A shareholder entitled to attend and vote at the
meeting is entitled to appoint a proxy to attend and vote instead
of the shareholder. The proxy need not be a shareholder. The
Chair of the meeting is willing to act as proxy for any shareholder
who wishes to appoint him for that purpose. If you appoint the
Chair and you do not indicate how the Chair should vote, the
Chair will vote in favour of the resolutions, unless the chair is
specifically excluded from voting on a particular resolution. To be
effective, the proxy form must be received at the registered office
of the company or by the share registrar of the company, Link
Market Services Limited, Level 11, Deloitte Centre, 80 Queen
Street, Auckland, New Zealand or by mail to P O Box 91976,
Auckland 1142, New Zealand, email or fax not later than 48 hours
before the start of the meeting in accordance with the instructions
on the proxy form.
A corporate shareholder may appoint a person to attend the
meeting as its representative in the same manner as it could
appoint a proxy.
You may also appoint your proxy online as per the instructions on
the proxy form.
Resolutions 1 and 2. Re-election of Directors
Patrick Strange, Brett Godfrey, James Miller and Sir Henry van
der Heyden are the directors retiring in 2018. Patrick Strange and
Brett Godfrey, being eligible for re-election, offer themselves for
re-election. Sir Henry van der Heyden and James Miller come
to the end of their tenure on the Board this year and will be
retiring from the Board at the end of the meeting. The Board has
appointed Patrick Strange as the new Chair effective at the end
of annual meeting, subject to him being re-elected to the Board at
the annual meeting.
Brief biographical notes of the directors seeking re-election are
as follows:
Patrick Strange
Term of Office
Appointed as a director 22 October 2015
Board Committees
Terminal Development Project Committee
(Chair)
People and Capability Committee
Safety and Operational Risk Committee
Biography
Patrick Strange was appointed as a director of the company in
2015. He is the Chair of the company’s terminal development
project committee and in 2018 Patrick was also a member of the
company’s people and capability committee and the safety and
operational risk committee.
Patrick is currently the Chair of Chorus Limited and the Chair of
Chorus’s nominations committee. Patrick is also a director of
Mercury NZ Limited, NZX Limited and Essential Energy.
Patrick’s background includes experience as the Chief Executive
of Mercury Energy (now Vector Limited) where he went on to build
the network unit into a successful standalone business, as well
as Chief Executive of Transpower. During his tenure, Transpower
successfully completed a major, multi-billion dollar reinvestment
in the grid.
Notice of Meeting 2018
Auckland International Airport Limited
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Brett Godfrey
Term of Office
Appointed as a director 28 October 2010
Last re-election 2015 annual meeting
Board Committees
People and Capability Committee
Safety and Operational Risk Committee
Biography
Brett Godfrey was appointed as a director of the company in 2010.
Brett is a Chartered Accountant and has had a 20 year career in
the airline industry, holding senior finance positions, culminating
in conceptualising and writing the business plan for what is
now Virgin Australia Limited. He was the airline’s founding Chief
Executive and led the company until 2010. Today he maintains his
connection to the industry as a director of Canada’s publicly listed,
second-largest airline, Westjet. Brett is also Chair of Tourism and
Events Queensland, Queensland’s marketing body.
Brett has been awarded the Australian Centenary Medal for his
service to tourism and aviation, was recognised as the Australian
Chief Executive of the Year by the Customer Service Institute of
Australia and the Outstanding Chartered Accountant in Business
by the Australian Institute of Chartered Accountants.
The Board unanimously recommends that shareholders vote in
favour of the re-election of Patrick Strange and Brett Godfrey.
Both Patrick Strange and Brett Godfrey are considered by the
Board to be independent directors.
Resolution 3. Election of a Director
A brief biographical note of Mark Binns, seeking election
is as follows:
Mark Binns
Term of Office
Appointed as a director April 2018, being
eligible, Mark Binns offers himself for election
at this annual meeting
Board Committees
People and Capability Committee
Safety and Operational Risk Committee
Terminal Development Project Committee
Biography
Non-executive director Mark Binns was appointed as a director
of the company by the Board in April this year and now offers
himself for election by shareholders.
Mark spent most of his career at Fletcher Building and its
predecessor Fletcher Challenge, where he was principally involved
in construction, property and heavy building materials. His final
position was Chief Executive of the Infrastructure Division of
Fletcher Building, its largest and most profitable division. During
this time he was responsible for the delivery of major projects
such as Sky City Casino and Sky Tower, Te Papa Tongarewa,
Manapouri Second Tailrace Tunnel, Eden Park World Cup
redevelopment, Waterview Connection and Wiri Prison PPP.
He was also responsible for construction and building material
operations in the US, South America, Asia, India and the
South Pacific.
Mark brings listed company CEO experience having moved to
Meridian Energy at the beginning of 2012 for the preparation of
its IPO in 2013. The IPO was the largest in NZ’s history. He retired
from Meridian Energy at the end of 2017 with the company having
produced strong earnings and share price growth since listing.
Mark has joined the Boards of Metlifecare, Auckland War
Memorial Museum and Crown Infrastructure Partners.
By background Mark is a lawyer and was a partner at Simpson
Grierson practising in the corporate and banking areas before
leaving to join Fletcher Challenge in 1989.
The Board unanimously recommends that shareholders vote
in favour of the election of Mark Binns. He is considered by the
Board to be an independent director.
Resolution 4. Election of a Director
A brief biographical note of Dean Hamilton, seeking election
is as follows:
Dean Hamilton
Biography
Non-executive director Dean Hamilton, was
nominated to be appointed as a director of the
company by the Board in September and now,
offers himself for election by shareholders.
Dean comes to Auckland Airport with
significant CEO and financial markets
experience. Most recently he was CEO of Silver Fern Farms
Limited where he successfully led the business through a
period of significant change. This followed 12 years at global
investment bank Deutsche Bank. During his time at Deutsche
Bank in New Zealand and Australia, Dean held senior roles
providing advice to clients across a range of sectors. Prior to
Deutsche Bank, Dean held roles in manufacturing and general
management in retail.
Dean brings experience at running a large organisation with a wide
range of stakeholders as well as a deep understanding in finance
and capital markets.
Following his retirement from Silver Fern Farms this year, Dean has
joined the Boards of Fulton Hogan and Tappenden Holdings.
The Board unanimously recommends that shareholders vote in
favour of the election of Dean Hamilton. He is considered by the
Board to be an independent director.
Resolution 5. Election of a Director
A brief biographical note of Tania Simpson seeking election
is as follows:
Tania Simpson
Biography
Non-executive director Tania Simpson, was
nominated to be appointed as a director of the
company by the Board in September and now
offers herself for election by shareholders.
Tania is a director of the Reserve Bank
of New Zealand, Ngai Tahu Tourism,
Tainui Group Holdings Ltd, Moko Club NZ and Deep South
Challenge. Tania is also a Board member of Global Women NZ
and a member of the Waitangi Tribunal. She is a Trustee of the
Waitangi National Trust and Chair of Radio Maniapoto. Prior to
this, Tania spent 14 years as a director of Mighty River Power
from its beginnings as a State Owned Enterprise through to its
successful listing in 2013.
Tania is known for her work with Maori communities. Her
experience includes time spent as a Maori Advisor Officer for
the Housing Corporation of NZ before moving into central
government as a Senior Policy Analyst on housing policies.
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Notice of Meeting 2018
Auckland International Airport Limited
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She has also helped negotiate agreements for Maori
communities through her time at Treasury Group Ltd and has
worked on a number of Treaty settlements.
The Board unanimously recommends that shareholders vote
in favour of the election of Tania Simpson. She is considered by
the Board to be an independent director.
Resolution 6. Directors’ remuneration
The amount of fees paid to directors was last increased at the
2017 annual meeting, when shareholders approved a total
quantum of annual directors’ fees of $1,530,000.
The directors maintain a share purchase plan pursuant to which
the directors each apply 15% of their base fee to acquire shares
in the company. FNZC, as manager of the plan, acquires these
shares on behalf of the directors over the five business days
commencing two days after the company’s half year and full year
results announcements. Directors are required to remain in the
plan until one year after their retirement from the Board.
Each year, the people and capability committee of the Board
reviews the level of directors’ remuneration. The committee
considers the skills, performance, experience and level of
responsibility of directors when undertaking the review,
and is authorised to obtain independent advice on market
conditions. After taking external advice, the committee makes
recommendations to the Board on the appropriate allocation
of fees to directors, and shareholders approve a fee pool for
directors at the annual meeting.
The Board is also mindful of clear shareholder feedback that,
where directors’ fee increases are necessary and justified, they
should be linked to company performance and be small regular
adjustments rather than large and infrequent.
Taking these factors into account, the Board proposes a modest
increase in the directors’ fee pool of $36,720 from $1,530,000
to $1,566,720 (an increase of 2.4%), such amount to be divided
among directors as they deem appropriate from time to time.
Should the resolution be passed, the initial allocation will range
from 0% to a 2.4% increase, and will be as follows:
OfficeCurrent
Remuneration
Proposed
Remuneration
Chair (inclusive of all committee
fees)
$250,000$256,000
Other directors’ base fee$118,320$121,160
Chair of audit and financial risk
committee
$50,779$50,779
Member of audit and financial risk
committee
$25,390$25,390
Chair of safety and operational
risk committee
$26,500$27,136
Member of safety and operational
risk committee
$13,250$13,570
Chair of people and capability
committee
$26,500$27,136
Member of people and capability
committee
$13,250$13,570
Ad hoc committee work (per day)$2,650$2,650
This proposal provides for a full complement of eight
directors (the maximum permitted pursuant to the company’s
constitution). Remuneration for ad hoc committee work will only
be paid for specific identified assignments approved in advance
by the Board.
The company will disregard any votes cast on this resolution by:
• any director of the company; and
• an Associated Person (as defined in the NZX Main Board
Listing Rules) or an Associate (as defined in section 11 and
sections 12 and 16 of the Corporations Act (Australia) with
section 12 being applied as if it were not confined to
associate references in chapter 6 of that Act and on the basis
that the company is the “designated body” for the purpose of
that section, and includes a related party of a director of the
company) of any directors of the company.
However, the company need not disregard a vote if it is cast by
a disqualified person if that person is a proxy for a person who is
entitled to vote on this resolution in accordance with the express
instructions on the proxy form.
Resolution 7. Auditors
Deloitte is automatically reappointed auditor under section 207T
of the Companies Act 1993. This resolution authorises the Board
to fix the fees and expenses of the auditor as required by section
207S of the Companies Act 1993.
Voting
Attending the Meeting
Shareholders attending the annual meeting can vote electronically
by using the LinkVote App. To vote electronically, a shareholder
must download the LinkVote App on the Apple App Store or
Google Play Store to vote at the meeting using your mobile
phone. Alternately, a poll card will be provided at registration for
voting purposes.
Other participation methods
This year the company will enable shareholders to attend and
participate in the annual meeting without being physically present
at the meeting by attending the meeting online.
Online participation
To participate online please go to www.virtualmeeting.co.nz/
aia18. Shareholders participating online will be able to ask
questions during the meeting via the chat function. Information
on participating via this function can be retrieved during the
meeting through the ‘Question’ button. Please note, if you will
be participating online you will require your shareholder number,
found on your proxy form, for verification purposes.
ANNEXURE A
COMPANIES ACT DISCLOSURE DOCUMENT
RELATING TO THE GIVING OF FINANCIAL
ASSISTANCE BY THE COMPANY FOR THE
PURCHASE OF SHARES UNDER THE AUCKLAND
INTERNATIONAL AIRPORT EMPLOYEE SHARE
PURCHASE PLAN
TO: ALL SHAREHOLDERS OF THE COMPANY
INTRODUCTION
1. This document is provided to you for your information.
You are not required to take any action in relation to it.
2. This document is provided to all shareholders of
Auckland International Airport Limited (the Company) in
accordance with the requirements of sections 78(5) and
79 of the Companies Act 1993, in respect of financial
assistance to be provided by the Company for the
purposes of a further invitation to employees of the
Company to participate in the Company’s Employee
Share Purchase Plan (the ESS Plan).
FINANCIAL ASSISTANCE
3. The Company established the ESS Plan by a trust deed
dated 19 November 1999 (as amended by a deed of
amendment and restatement to the Trust Deed dated
1 September 2018) to enable employees to acquire fully
paid ordinary shares in the Company.
4. The ESS Plan involves the Company making interest free
loans to employees to fund the acquisition of shares in
the Company. The shares will be allocated to employees
firstly from surplus shares held by the trustees of the
ESS Plan. The loans will be on an interest free basis and
will be for a term of three years. The loans will be repaid
by employees in regular instalments over this three year
term by way of a deduction from their salary or wages.
5. The maximum amount of the loans made to each
employee will not exceed $5,000 in any year. If all eligible
employees took up the maximum loan available to them
in the first year, the aggregate amount of loans made (on
the basis of the number of eligible employees of the
Company as at the date of this disclosure document)
would not exceed $1,700,000.
6. The making of those loans constitutes the giving of
financial assistance for the purpose of, or in connection
with, the purchase of a share issued or to be issued by
the Company in terms of section 76 of the Companies
Act 1993.
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RESOLUTION
Set out below is the text of the resolution of the Board of the
Company required by section 78(1) of the Companies Act 1993,
passed on 22 August 2018:
“NOTED:
A. Auckland International Airport Limited (the Company)
established the Auckland International Airport Limited Share
Purchase Plan (the Plan) by a trust deed dated
19 November 1999 (the Trust Deed) to enable employees
to acquire fully paid ordinary shares in the Company. The
Plan was established as an “employee share purchase plan”
within the meaning of section DF 7 of the Income Tax Act
1994 (which later became sections DC 12 to DC 14 of the
Income Tax Act 2007).
B. The Company wishes to amend the Trust Deed to take
advantage of the relaxed rules for “exempt ESS” under the
Income Tax Act 2007, as reformed by the Taxation (Annual
Rates for 2017-2018, Employment and Investment Income,
and Remedial Matters) Act 2018 this year (“Reformed
Rules”).
C. Pursuant to clause 15.1 of the Trust Deed, the trustees of
the Plan (the Trustees) may, with the consent of the
Company, vary the Trust Deed provided that the variations
would not adversely affect the rights of any employees in
respect of an employee’s shares held by the Trustee for that
employee. The Board has been provided with a copy of the
deed of amendment and restatement to the Trust Deed
(“Deed of Amendment”). Appended to the Deed of
Amendment is a copy of the consolidated and restated Trust
Deed, which contains all of the proposed amendments to
the Trust Deed (“Consolidated Trust Deed”), as well as a
copy of the Trust Deed with the amendments proposed
shown in mark up.
D. Once the Consolidated Trust Deed takes effect, the
Company will make the 2018 grant offers pursuant to the
Consolidated Trust Deed. The 2018 grant will involve the
Company making interest free loans to employees to fund
the acquisition of shares in the Company. The shares will be
allocated to employees firstly from surplus shares held by
the Trustees under clause 6.1 of the Consolidated Trust
Deed (“Surplus Shares”). To the extent that the number of
Surplus Shares being allocated is not sufficient to meet the
uptake of offers by participating employees, the Company
will issue new shares to the Trustees on behalf of
participating employees.
E. The making of loans to employees constitutes the giving of
financial assistance for the purpose of, or in connection with,
the purchase of a share issued or to be issued by the
Company in terms of section 76 of the Companies Act 1993
(the Act).
F. The Board has been provided with copies of the Deed of
Amendment, the Consolidated Trust Deed, the invitation
from the Company to be made pursuant to the
Consolidated Trust Deed, and the form of directors’
certificates to be given by the directors in respect of the
issue of shares, the financial assistance and satisfaction of
the solvency test.
G. The Board has also been provided with a copy of the
disclosure document that is required to be sent to each
shareholder before the provision of the financial assistance
under section 76(1)(b) of the Act.
Auckland International Airport Limited
5
Notice of Meeting 2018
Resolved:
Financial assistance
1. The Company provide to its employees financial assistance
of up to a total of $1,700,000 by way of loans made in
accordance with the Plan.
2. The giving of the financial assistance is in the best interests
of the Company.
3. The terms and conditions under which the financial
assistance is given are fair and reasonable to the Company.
4. The Board is satisfied that the Company will, immediately
after the giving of the financial assistance, satisfy the
solvency test (as defined in the Act).
5. The giving of the financial assistance is of benefit to those
shareholders of the Company not receiving the financial
assistance.
6. The terms and conditions under which the financial
assistance is given are fair and reasonable to those
shareholders not receiving the financial assistance.
7. The Board may cancel this resolution to give the financial
assistance at any time until the time it is provided by the
Company and if it does so the financial assistance shall not
be provided by the Company.
Grounds for directors’ conclusions:
1. The grounds for the directors’ conclusions are as follows:
(a) The purpose of the Plan is to encourage and incentivise
employees by providing them with a stake in the
Company and a financial interest in the performance and
success of the Company.
(b) That is in the best interests of the Company and of
benefit to its shareholders as a whole.
(c) The terms of loans made under the Plan are those
stipulated by the Income Tax Act 2007 for those types of
plans. Having regard to the advantages of the Plan to the
Company and its shareholders those terms are fair and
reasonable to the Company and its shareholders.
(d) The interim Financial Statements of the Group dated
16 February 2018 record that the assets of the Group
exceed its liabilities (including contingent liabilities)
by approximately $4,093.3 million. The draft annual
Financial Statements of the Company record that the
assets of the Company exceeded its liabilities
(including contingent liabilities) by $5,673.1 million
as at 30 June 2018.
(e) The amount of the financial assistance to be given under
the Plan, if all employees took up their maximum
entitlement, will not exceed $1,700,000.
(f) The Company is able to pay its debts as they become
due in the normal course of business and will remain
able to do so after the giving of the assistance.
(g) The directors are not aware of any circumstances which
could materially and adversely affect the conclusions
recorded above.”
SHAREHOLDER RIGHTS
7. Section 78(7) of the Companies Act 1993 confers on
shareholders and the Company certain rights to apply to the
Court to restrain the proposed assistance being given.
8. The financial assistance may be given by the Company
not less than 10 working days before and not more than
12 months after this disclosure document has been sent to
each shareholder.
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ANNUAL MEETING LOCATION
Manukau
Totara
Heights
Totara Park
AUCKLAND-HAMILTON MOTORWAY SH1
SOUTH-WESTERN MOTORWAY SH20
Redoubt Road
Great South Road
Lambie Drive
Kerrs Road
Great South Road
Vodafone Events Centre,
770 Great South Road,
Auckland, Manukau
Wednesday 31 October 2018
commencing at 10:00 am.
Auckland International Airport Limited
7
Notice of Meeting 2018
31
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LODGE YOUR PROXY
Online:
vote.linkmarketservices.com/AIA
Scan & email:
meetings@linkmarketservices.co.nz
Fax:
+64 9 375 5990
Deliver:
Link Market Services Limited
Level 11, Deloitte Centre,
80 Queen Street,
Auckland 1010
Mail:
Use enclosed reply paid
envelope or address to:
Link Market Services
PO Box 91976
Auckland 1142
Scan this QR code with your
smartphone and vote online
General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com
PLEASE TURN OVER
PROXY FORM/ADMISSION CARD
FOR AUCKLAND AIRPORT’S 2018 ANNUAL MEETING
The Annual Meeting of Auckland International Airport Limited
(Auckland Airport) will be held at 10:00am on Wednesday 31 October
2018 at Vodafone Events Centre, 770 Great South Road, Manukau.
If you are attending the meeting, please bring this form to assist with
your registration. If you are not attending the meeting but wish to be
represented by proxy, please complete and return this form (in
accordance with the lodgement instructions above) to Auckland
Airport’s share registry, Link Market Services, by no later than 10:00
am, Monday 29 October 2018. You can also appoint your proxy and
vote on the resolutions on the reverse of this form online by going to
vote.linkmarketservices.com/AIA or by scanning the QR code
above with your smartphone.
Shareholders are also able to attend the Annual Meeting online
via the Link Market Services Virtual Annual Meeting platform at
www.virtualmeeting.co.nz/aia18. If you will be attending online,
you will require your Holder Number for verification purposes.
Shareholders who appoint a proxy to vote on their behalf can still attend
the Annual Meeting via the Virtual Annual Meeting platform, although
those shareholders will be unable to vote if a proxy is so appointed.
APPOINTMENT OF PROXY
A shareholder entitled to attend and vote is entitled to appoint a proxy
or, in the case of a corporate shareholder, a representative to attend
and vote instead of him/her and that proxy or representative need not
also be a shareholder. The Chair of the meeting is willing to act as
proxy for any shareholder who wishes to appoint him for that purpose.
If you appoint the Chair and you do not indicate how the Chair should
vote, the Chair will vote in favour of the resolutions, unless the Chair is
specifically excluded from voting on a particular resolution.
VOTING OF YOUR HOLDING
Direct your proxy how to vote by making the appropriate election,
either online or on this proxy form, in respect of each resolution. If you
return this form without directing the proxy how to vote on any
particular matter, the proxy may vote as he/she thinks fit or abstain
from voting, unless specifically excluded from voting on a particular
resolution. If you make more than one election in respect of a
resolution your vote will be invalid on that resolution. If you expressly
appoint the Chair as your proxy and elect to give them discretion on
how to vote on a resolution, you acknowledge that they will exercise
your vote in favour of resolutions 1 to 7, unless specifically excluded
from voting on a particular resolution.
ATTENDING THE MEETING
If you wish to vote in person, you should attend the meeting. Please
bring this form with you to the Meeting to assist with your registration.
A corporate shareholder may appoint a person to attend and vote at
the meeting as its representative in the same manner as that in which
it could appoint a proxy. That person need not also be a shareholder.
SIGNING INSTRUCTIONS FOR PROXY FORMS
INDIVIDUAL
This proxy form must be signed by the shareholder or his/her/its
attorney duly authorised in writing.
JOINT HOLDING
In the case of a joint shareholding, this proxy form must be signed by
each of the joint shareholders (or their duly authorised attorney).
POWER OF ATTORNEY
This proxy form and the power of attorney or other authority, if any,
under which it is signed, or a copy of that power or authority certified
by a Solicitor, Justice of the Peace or Notary Public must be
deposited or mailed to be received at the office of Link Market
Services Limited, in any manner as per the instructions below, not
later than 10:00 am, Monday 29 October 2018.
CORPORATE SHAREHOLDER
In the case of a corporate shareholder, this proxy form must be signed
by a director or a duly authorised officer acting under the express or
implied authority of the corporate shareholder, or an attorney duly
authorised by the corporate shareholder.
Go online to
vote.linkmarketservices.com/AIA to appoint your proxy
ORDINARY BUSINESS
To consider and, if thought fit, pass the following ordinary resolutions:
Tick (✓) in box to vote
FORAGAINSTABSTAINDISCRETION
1Re-election of Director*
That Patrick Strange be re-elected as a Director (supported by the Board).
2
Re-election of Director*
That Brett Godfrey be re-elected as a Director (supported by the Board).
3
Election of Director*
That Mark Binns be elected as a Director (supported by the Board).
4
Election of Director*
That Dean Hamilton be elected as a Director (supported by the Board).
5
Election of Director*
That Tania Simpson be elected as a Director (supported by the Board).
6
Directors’ Remuneration
To increase the total quantum of annual directors’ fees by $36,720 from
$1,530,000 to $1,566,720.
7
Auditors
To authorise the Directors to fix the remuneration of the Auditors for the
ensuing year.
*The Board unanimously recommends that shareholders vote in favour of the re-election of Patrick Strange and Brett Godfrey
and the election of Mark Binns, Dean Hamilton and Tania Simpson.
STEP 2: ITEMS OF BUSINESS – PROXY VOTING INSTRUCTIONS
Complete this part if you have appointed a proxy above and you want to direct the proxy as to how the proxy should vote.
Please note: For each resolution you must tick one box. If you mark the abstain box for an item, you are directing your proxy not to vote
on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority for that item.
STEP 3: SIGNATURE OF SECURITY HOLDER(S) THIS SECTION MUST BE COMPLETED
SECURITY HOLDER 1 SECURITY HOLDER 2 SECURITY HOLDER 3
OR DULY AUTHORISED OFFICER OR ATTORNEY OR DULY AUTHORISED OFFICER OR ATTORNEY OR DULY AUTHORISED OFFICER OR ATTORNEY
Daytime Contact Telephone Date 2018
ELECTRONIC INVESTOR COMMUNICATIONS
If you received the Notice of Meeting and Proxy Form by mail and wish to receive your future investor communications by email please provide
your email address below.
STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We being a shareholder(s) of Auckland International Airport Limited hereby appoint:
of
(FULL NAME) (EMAIL ADDRESS)
Or
of
(FULL NAME) (EMAIL ADDRESS)
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of Auckland International Airport Limited to be held on Wednesday 31
October 2018 and at any adjournment of that 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 meeting (or any adjournment thereof) unless specifically excluded from voting on a particular resolution.
Unless otherwise instructed as below, the proxy will vote as he/she thinks fit or abstain from voting on each such resolution. The proxy is appointed
only in respect of the above meeting or any adjournment thereof.
PROXY / CORPORATE REPRESENTATIVE APPOINTMENT
& VOTING INSTRUCTIONS
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Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- AIR — Air New Zealand: Air NZ 2018 Notice of Annual Meeting and Voting Form2018-08-30
“NOTICE OF ANNUAL MEETING 2018 The Piano 156 Armagh Street, Christchurch Commencing at 2:00pm Wednesday 26 September 2018 NOTICE OF MEETING Notice is given that the Annual Meeting of Air New Zealand Limited (the “Company”) will be held at: The Piano 156 Armagh Street, Chris…”
- THL — Tourism Holdings Limited: Notice of Annual Meeting, Proxy and Voting Paper2018-10-02
“Notice is given that the 2018 Annual Meeting of shareholders of Tourism Holdings Limited (Company) will be held at The Heritage Hotel, 35 Hobson St, Auckland at 2pm on Wednesday 31 October 2018. Notice of Annual Meeting Similar to last year, we are offering shareholders the…”
- AFC — AFC Group Holdings Limited: Notice of Annual Meeting and Proxy Voting Form2018-08-12
“AFC GROUP HOLDINGS LIMITED (Listed on the NZAX: AFC) 1/245 Ti Rakau Drive Burswood Auckland Ph: +64 (09) 930-0245 Notice of Annual Meeting and Proxy Voting Form Further to AFC Group Holdings Limited (AFC) announcement of 23 July 2018, the Annual Meeting of sharehold…”