Notice of Annual Meeting/Proxy Form/Online Portal Guide

The a2 Milk Company Limited
Notice of
Annual Meeting
2018

N
Hammer Hall
Yarra River
Arts Centre
Melbourne
Lawn
City Road
Sturt Street
Kavanagh Street
CBD (City Centre)
Federation Square
St Kilda Road
Arts
Centre
Arts Centre
Melbourne
Carpark
Entrance
National Gallery
of Victoria
(NGV
International)
Tram stops
Entrance
2 | The a2 Milk Company
2018 Annual Notice of Meeting

Shareholders will be able to:
• attend the meeting in person; or
• attend and participate at the meeting virtually via an online platform
provided by the Company’s share registrar, Link Market Services
Limited, at virtualmeeting.co.nz/a2MC18; or
• attend and participate in the meeting through a proxy.
Further details on how to do so are set out in this Notice of Meeting and
the Virtual Annual Meeting Online Portal Guide filed on the market
announcement platforms of the NZX and ASX and available on the
Company’s website (https://thea2milkcompany.com/newsroom/
market-announcements/).
To view the latest financial statements for the year ended 30 June 2018,
please visit http://thea2milkcompany.com/investor-centre/results/ and
select the 2018 Annual Report within the Results section of the website.
The Explanatory Notes, which accompany this Notice of Meeting,
provide more information on the resolutions which will be put
before shareholders.
NOTICE is hereby given that the
Annual Meeting of shareholders of
The a2 Milk Company Limited (the “Company”)
for the year ended 30 June 2018 will be held on
Tuesday, 20 November 2018
at 11:00am Melbourne time
at Arts Centre Melbourne, 100 St Kilda Rd,
Melbourne, VIC, 3004, Australia.
Getting there
By tram
Trams that stop in front of Arts
Centre Melbourne, “Arts Precinct”
stop number 14: 1, 3, 3a, 5, 6, 16,
64, 67 and 72.
By train
Get off at Flinders Street Station in
the Melbourne CBD and walk for
a few minutes along St Kilda
Road, over Princess Bridge and
the Yarra River.
By car
Open 24 hours a day, the Arts
Centre Melbourne car park
entrance is accessible from
Sturt Street.
Parking fees apply.
The a2 Milk Company | 3
2018 Annual Notice of Meeting

Business
The business of the meeting is comprised
of ordinary business, being:
1. Financial Statements and Reports
To receive and consider the Company’s financial
statements for the year ended 30 June 2018, together
with the Directors’ and Auditor’s reports.
2. Auditor’s Fees and Expenses (Resolution 1)
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution of the Company:
“That the Directors of the Company be authorised to fix the
fees and expenses of the Company’s auditor, Ernst & Young,
for the ensuing year.”
3. Election of Director – Jayne Hrdlicka
(Resolution 2)
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution of the Company:
“That Jayne Hrdlicka, who was appointed a Director of the
Company by the Board during the year, and who will retire
at the meeting in accordance with the Company’s
constitution, be elected as a Director of the Company.”
4. Re-election of Director – Peter Hinton
(Resolution 3)
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution of the Company:
“That Peter Hinton, who will retire at the meeting by rotation
in accordance with the Company’s constitution, be re-elected
as a Director of the Company.”
4 | The a2 Milk Company
2018 Annual Notice of Meeting

5. Re-election of Director – Warwick Every-Burns
(Resolution 4)
To consider and, if thought fit, to pass the following resolution
as an ordinary resolution of the Company:
“That Warwick Every-Burns, who will retire at the meeting by rotation
in accordance with the Company’s constitution, be re-elected as a
Director of the Company.”
6. Increase in Non-Executive Director
Remuneration (Resolution 5)
To consider and, if thought fit, to pass the following resolution
as an ordinary resolution of the Company:
“That the maximum total annual remuneration pool able to be paid to
non-executive Directors in their capacity as Directors of the Company
and its subsidiaries be increased by NZ$415,000 from NZ$950,000 to
a maximum of NZ$1,365,000, to be paid and allocated amongst
current and any potential new Directors (other than the Managing
Director) over time as the Board considers appropriate and, for this
purpose, “non-executive Director” includes the Chair in his capacity
as a Director of the Company and its subsidiaries, as further described
in the Explanatory Notes to this Notice of Meeting.”
Note: A voting exclusion applies to this resolution. See Item 6 of the
Explanatory Notes to this Notice of Meeting.
7. General Business
To consider any other matters that may properly be brought
before the meeting.
The a2 Milk Company | 5
2018 Annual Notice of Meeting

Shareholders eligible to vote
Only shareholders who hold ordinary shares in the Company as
at 7:00pm Melbourne time (9:00pm New Zealand time) on
Friday, 16 November 2018 will be eligible to vote at the meeting.
Virtual Annual Meeting
Shareholders (and appointed proxies) will be able to attend the meeting
in person, or, alternatively, will be able to attend and participate at the
meeting virtually via an online platform provided by the Company’s
share registrar, Link Market Services virtualmeeting.co.nz/a2MC18.
Shareholders attending and participating in the meeting virtually via the
online platform will be able to watch the meeting live, and vote and ask
questions online, during the meeting.
The Company’s New Zealand domiciled shareholders and any other
shareholders not able to attend the meeting in person will be able to
attend and participate in the meeting virtually. The Company would
encourage shareholders unable to attend the meeting in person to make
use of this technology.
More information regarding virtual attendance at the meeting (including
how to vote and ask questions virtually during the meeting) is available
below and in the Virtual Annual Meeting Online Portal Guide filed on
the market announcement platforms of the NZX and ASX and also
available on the Company’s website (https://thea2milkcompany.com/
newsroom/market-announcements/).
The Company strongly recommends that shareholders who wish
to participate in the meeting virtually log in to the online portal
at least 15 minutes prior to the scheduled start time for
the meeting.
Other information
6 | The a2 Milk Company
2018 Annual Notice of Meeting

Attending and participating in the meeting
Attending the Virtual Annual Meeting
The Virtual Annual Meeting will be viewable from desktops and laptops.
Shareholders wishing to attend and participate in the Virtual Annual
Meeting should, in advance of the meeting, ensure they have access to
a compatible web browser. Details of the browsers that the platform
supports are available in the Virtual Annual Meeting Online Portal Guide.
Shareholders can check the current version of their web browser by
going to www.whatismybrowser.com.
To attend (and vote) at the Virtual Annual Meeting, shareholders will
need to have their shareholder number before proceeding. Appointed
proxies will need their proxy number, which will be provided by Link
Market Services prior to the meeting.
Shareholders can register on Tuesday, 20 November 2018 from
10:00am Melbourne time (12:00pm New Zealand time). This is 1 hour
prior to the meeting.
To access the online platform, shareholders will need to take the
following steps:
1. Open web browser virtualmeeting.co.nz/a2MC18.
2. Log in to the portal using their full name, email address, and
company name (if applicable).
3. Read and accept the terms and conditions before clicking on the blue
‘Register and Watch Annual Meeting’ button.
4. Once logged in, a live video webcast of the meeting will appear on
the left-hand side of the screen, with the meeting presentation slides
appearing on the right-hand side of the screen. Keep the browser
open for the duration of the meeting.
5. If the browser is closed, the session will expire. If the shareholder
(or appointed proxy) attempts to log in again, they will be sent a
recovery link via email for security purposes.
The a2 Milk Company | 7
2018 Annual Notice of Meeting

Asking Questions
Shareholders physically present at the meeting or attending virtually via
the online platform will have the opportunity to submit questions to the
Board, the Company’s senior management, and the Company’s auditors
during the meeting.
Shareholders attending virtually via the online platform may ask
questions after they have registered to vote by clicking on the ‘Ask a
Question’ box. Shareholders will need to select the category to which
the question relates (either General Business or a specific resolution),
type the question in the ‘Question’ section, and click on the blue
‘Submit Question’ button. This will send the question to the
Management/Board.
Shareholders wanting to ask a question prior to the meeting, to be
addressed at the meeting, should email meetings@linkmarketservices.
co.nz, or complete the question section on the accompanying proxy
form, or submit the question online by going to vote.linkmarketservices.
com/ATM, in each case by 11:00am Melbourne time (1:00pm
New Zealand time) on Sunday, 18 November 2018.
The Board will endeavour to address all appropriate questions at
the meeting.
Voting
To vote via the online platform during the meeting, shareholders (or
appointed proxies) will need to first register to vote by clicking on the
‘Get a Voting Card’ box at the bottom of the webpage or below the
video and entering their details in the top section of the Voting Card box.
Once registered, the shareholder’s voting card will appear with all of the
resolutions to be voted on by the shareholders at the meeting (as set out
in this Notice of Meeting). Shareholders may need to use the scroll bar
on the right-hand side of the voting card to scroll up or down to view
all resolutions.
Shareholders and proxies can either submit a full vote or a partial vote
on each resolution by moving between the ‘Full Vote’ and ‘Partial Vote’
tabs at the top of the voting card. To submit a full vote, a shareholder
may click on the ‘For’, ‘Against’ or ‘Abstain’ voting buttons under the
‘Full Vote’ tab.
Other information
(continued)
8 | The a2 Milk Company
2018 Annual Notice of Meeting

To submit a partial vote, a shareholder may enter the number of votes
they would like to vote for any or all resolutions under the ‘Partial Vote’
tab. The total number of the votes that a shareholder is entitled to vote
will be displayed under each resolution. When the shareholder enters the
number of votes in a certain box, it will automatically calculate the total
number of votes left.
Once finished entering the votes on the resolutions, shareholders will
need to scroll down and click on the ‘Cast Vote’ or ‘Cast Partial Vote’
button. Shareholders may edit their voting cards by clicking the ‘Edit
Card’ button at any time before the voting is closed, which will be 5
minutes after the close of the meeting. At the close of the meeting,
any placed but not submitted votes will be automatically submitted.
The un-voted portion of the shareholders’ votes (if any) will be submitted
as ‘No Instruction’ and therefore will not be counted.
The Virtual Annual Meeting Online Portal Guide provides a separate
detailed overview on how to vote and ask questions virtually during the
meeting. The Virtual Annual Meeting Online Portal Guide will be filed on
the market announcement platforms of the NZX and ASX and will also be
able to be viewed on the Company’s website (https://thea2milkcompany.
com/newsroom/market-announcements/).
Shareholders attending the meeting in person should bring the enclosed
proxy form with them to assist with shareholder registration.
Shareholders attending the meeting can also download the LinkVote
App from the Apple App Store or Google Play if they would like to vote
during the meeting using their mobile phone. The LinkVote App will be
available for download prior to the meeting.
Shareholders can also vote prior to the meeting either by post or online,
as described below under “Postal Voting” and “Online Voting”.
Proxies
A shareholder entitled to attend and vote but who cannot attend the
meeting (whether in person or via the online platform) is encouraged
to appoint a proxy to attend and vote on that shareholder’s behalf.
The proxy need not be a shareholder of the Company.
To appoint a proxy, a shareholder should complete and sign the proxy
form enclosed with this notice and return it to the office of the
Company’s share registrar, Link Market Services, by no later than
11:00am Melbourne time (1:00pm New Zealand time) on
Sunday, 18 November 2018. Any proxy form received after that time
will not be valid for the meeting.
The a2 Milk Company | 9
2018 Annual Notice of Meeting

Shareholders can alternatively complete the proxy form online by
following the instructions on the enclosed proxy form. To securely
appoint a proxy online, NZX registered holders will need their CSN/
Holder number and FIN, and ASX registered holders will need their
Holder number and postcode or country of residence, in order to
complete the online validation process. Please contact Link Market
Services if you need to obtain these details. The contact details for
Link Market Services can be found on the enclosed proxy form.
Please refer to the instructions on the enclosed proxy form as to the
ways in which the proxy form can be sent to Link Market Services,
including instructions on how to appoint your proxy and vote online.
The Chair of the meeting may be appointed as a proxy and intends
to vote any undirected/discretionary proxy in favour of each resolution
(other than resolution 5).
Corporate representative and attorney
appointments
A corporation which is a shareholder, or an attorney of a shareholder,
may appoint a representative to attend and vote at the meeting on its
behalf. Any shareholder may appoint an attorney to attend and vote at
the meeting on its behalf. Notice of any such appointment should be
sent to the Company’s share registrar, Link Market Services, as soon
as possible.
Postal voting
A shareholder is entitled to exercise his/her vote at the meeting by
casting a postal vote. A postal voting form is incorporated in the
proxy form.
To cast a postal vote, a shareholder should complete and sign the postal
voting form enclosed with this Notice of Meeting and return it to the
office of the Company’s share registrar, Link Market Services, by no later
than 11:00am Melbourne time (1:00pm New Zealand time) on Sunday,
18 November 2018. Any postal voting form received after that time will
not be valid for the meeting. The share registrar has been authorised by
the Board to receive and count postal votes at the meeting.
Please refer to the instructions on the enclosed postal voting form as
to the ways in which the postal voting form can be sent to Link Market
Services, including instructions on how to appoint your proxy and
vote online.
Other information
(continued)
10 | The a2 Milk Company
2018 Annual Notice of Meeting

Online voting
Shareholders may elect to lodge their proxy appointment or postal vote
online. You will need to go to the website of our share registrar, Link
Market Services: vote.linkmarketservices.com/ATM
Requisite majorities
The resolutions are ordinary resolutions requiring the approval of a
simple majority of the votes of those shareholders entitled to vote and
voting (in person, at the virtual meeting, by postal vote or by proxy) in
order for them to be passed.
By order of the Board.
Mr David Hearn
Chair
24 October, 2018
The a2 Milk Company | 11
2018 Annual Notice of Meeting

Explanatory notes
Item 2 – Auditor’s Fees and Expenses (Resolution 1)
Ernst & Young, the current auditor of the Company, will be automatically
reappointed under the Companies Act 1993. Resolution 1 authorises the
Directors to fix the fees and expenses of Ernst & Young as
the Company’s auditor.
Item 3 – Election of Director – Jayne Hrdlicka
(Resolution 2)
Jayne Hrdlicka was appointed as a Director by the Board, under clause
17.3(a) of the Company’s constitution, with effect from 16 July 2018.
Jayne will retire from office at the Annual Meeting and offer herself for
election as required by the Company’s constitution and NZX Main Board
Listing Rule 3.3.6. The other members of the Board unanimously
support Jayne’s election.
Jayne Hrdlicka
Managing Director & Chief Executive Officer (CEO)
Jayne commenced her role as Managing Director and CEO of The a2 Milk
Company on 16 July 2018.
Jayne has extensive international business experience in strategy
formation and execution, insight into customer-centricity and innovation
and importantly an understanding of operating in a disruptive
environment.
Prior to joining the Company, Jayne held the position of CEO of the
Jetstar Group (a wholly owned subsidiary of Qantas Limited), for more
than 5 years, having previously led the business transformation of
Qantas Airlines from 2010 to 2012. Jayne also served as a Non-Executive
Director of Woolworths Limited from 2010 to 2016. In her earlier career,
Jayne was a partner at Bain & Company in the US, where she was
focused on consumer orientated businesses.
12 | The a2 Milk Company
2018 Annual Notice of Meeting

Jayne is also the current non-executive President of Tennis Australia and
resides in Australia.
Jayne holds an MBA and a Bachelor of Arts in Mathematics and
Economics.
Item 4 – Re-election of Director – Peter Hinton
(Resolution 3)
Under the Company’s constitution, Peter Hinton will be required to retire
by rotation at the Annual Meeting. Peter will offer himself for re-election
as a Director at the Annual Meeting, and the other members of the
Board unanimously support Peter’s re-election.
Peter Hinton
Independent, Non-executive Director
Peter has been a Director of the Company since 16 February 2016. He
is also Chair of the Nomination Committee and a member of the
Remuneration Committee.
Peter was a partner at law firm Simpson Grierson in New Zealand until
December 2016 and is a highly regarded commercial lawyer, investor
and businessman with substantial experience in this market and
international markets.
Peter provided legal advice to the Company over many years and this
background, together with his very strong commercial skills, is highly
relevant and complementary to the make-up of the Board. This is
particularly so given the increasing complexity of the business and the
breadth of activities in international markets.
Peter holds a LLM from Harvard, a Bachelor of Commerce and a
Bachelor of Laws with Honours. Peter resides in New Zealand.
The a2 Milk Company | 13
2018 Annual Notice of Meeting

Item 5 – Re-election of Director –
Warwick Every-Burns (Resolution 4)
Under the Company’s constitution, Warwick Every-Burns will be
required to retire by rotation at the Annual Meeting. Warwick will offer
himself for re-election as a Director at the Annual Meeting, and the
other members of the Board unanimously support Warwick’s re-election.
Warwick Every-Burns
Independent, Non-executive Director
Warwick has been a Director of the Company since 23 August 2016.
He is also Chair of the Remuneration Committee and a member of the
Audit and Risk Management Committee.
Warwick has been a career Consumer Packaged Goods (CPG) executive
of global scale. His executive roles have included a successful career with
The Clorox Company of the USA as Senior Vice President, International,
based in the USA and prior to that as VP Asia Pacific. His earlier roles
included Managing Director of NationalPak Limited (the Glad Products
Company ultimately acquired by Clorox) and a long career with Unilever
PLC where he was based in Australia. More recently Warwick has been
a non-executive director of one of the leading international wine
companies, the ASX-listed Treasury Wine Estates.
Warwick brings a combination of international CPG executive and
non-executive director experience in markets of particular relevance to
the Company in China, North America and Europe. His strong skills and
interest in business development in new and emerging markets, brand
management and human resource management are of significant
value to the Company.
Warwick resides in Australia.
Explanatory notes
(continued)
14 | The a2 Milk Company
2018 Annual Notice of Meeting

Item 6 – Increase in Non-Executive Director
Remuneration (Resolution 5)
In accordance with the NZX Main Board Listing Rules, the ASX Listing
Rules and the Company’s constitution, the maximum total annual
remuneration that may be paid to Directors in their capacity as Directors
of the Company and its subsidiaries taken together (the “Available Fee
Pool”) must be approved by shareholders by ordinary resolution.
The current Available Fee Pool of NZ$950,000 was approved by
shareholders on 22 November 2016. Resolution 5 (being item 6)
proposes to increase this Available Fee Pool by NZ$415,000 to
NZ$1,365,000. If resolution 5 is passed, the proposed new remuneration
structure to apply with effect from 1 January 2019 is set out in the table
on page 18.
This new fee structure is proposed as a direct result of the significant
increase in Director workloads, risks and responsibilities having regard
to the significant growth in the size, value and complexity of the
Company’s business in recent years. Since the time that the current fee
pool was approved the Company’s market capitalisation has increased
by more than 350%. The Company’s full year revenue and full year basic
EPS since the 2016 financial year have also increased, by 162% and
514% respectively. In the last year, the Company has entered into a
number of new markets, introduced new products, and enhanced its
strategic partnerships, as further reported on in the Company’s annual
results for the 2018 financial year.
The a2 Milk Company | 15
2018 Annual Notice of Meeting

The proposed increase to the Available Fee Pool will provide
headroom to:
• provide flexibility to gradually increase Director remuneration over
time as appropriate, and as the Company continues to perform well
and deliver against its strategy;
• fairly remunerate Directors, including from time to time where there
are significant additional non-routine workloads for some or all
Directors resulting in increased time commitment and responsibilities
beyond those Directors’ usual time commitment and scope of
responsibilities (for example, for one-off projects or transactions);
1

• ensure that the Company can retain and continue to attract high
calibre individuals with the requisite qualities and experience to
provide strong governance and leadership for the Company, as it
navigates the risks associated with expanding into new and more
complex territories, in a competitive international environment for
quality, experienced directors;
• allow for a potential increase in the total number of Non-Executive
Directors in the future (should the Board determine a greater number
of Directors is the optimal Board size for the Company).
2
The proposed increase in the Available Fee Pool has also been set having
regard to independent external advice from a leading adviser in the field
of board and executive compensation, which undertook benchmarking
in respect of director fees paid by comparable NZX and ASX
listed businesses.
Resolution 5 expresses the Directors’ remuneration as a maximum
aggregate annual amount which may be divided amongst the Chair
and the Non-Executive Directors, in proportions to be determined
by the Board.
1 While ASX Listing Rule 10.17 provides that the shareholder approved total
amount of directors’ fees that may be paid to non-executive directors does
not include genuine “special exertion” fees paid in accordance with an
entity’s constitution, the NZX Main Board Listing Rules do not include an
equivalent carve-out. The proposed Available Fee Pool therefore includes an
allowance for such genuine special exertion fees.
2 While the NZX Listing Rules provide that, “in the event of an increase in
the total number of Directors of the Issuer holding office, the Directors may,
without the authorisation of an Ordinary Resolution of the Issuer, increase
the total remuneration by such amount as is necessary to enable the Issuer
to pay to the additional Director or Directors of the Issuer remuneration not
exceeding the average amount then being paid to each of the other non-
Executive Directors (other than the chairperson) of the Issuer”, the ASX Listing
Rules do not include an equivalent rule.
Explanatory notes
(continued)
16 | The a2 Milk Company
2018 Annual Notice of Meeting

The reference to Directors’ remuneration is inclusive of “directors’ fees”
under rule 10.17 of the ASX Listing Rules, namely, all fees payable by
the Company and its subsidiaries to the Non-Executive Directors of the
Company for acting as directors of the Company and any of its
subsidiaries (including attending and participating in any board and
committee meetings), and includes superannuation contributions for
the benefit of those directors and any fees which a Non-Executive
Director agrees to sacrifice for other benefits. It does not include
reimbursement of genuine out of pocket expenses paid in accordance
with the Company’s constitution – the Company’s constitution permits
the Board to authorise the payment of special remuneration to any
Non-Executive Director who is or has been engaged by the Company
to carry out any services which in the opinion of the Board is not work
in the capacity as a director.
For governance purposes, the Company includes the Director-related
remuneration payable to the current Chair within the Available Fee Pool,
even though Mr Hearn is regarded as an Executive Director on account
of his limited executive role in relation to the Group’s business in Europe
and the UK. Mr Hearn provides services to the Company in Europe and
the UK through Lovat Partners Limited, an entity controlled by him.
However, Mr Hearn is not an employee of the Company and does not
otherwise receive any remuneration from the Company.
The Company’s Managing Director and Chief Executive Officer,
Jayne Hrdlicka, does not receive Directors’ fees but is remunerated as
an employee.
The table on page 18 sets out the current Director remuneration
structure and the proposed Director remuneration structure effective
from 1 January 2019 if resolution 5 is approved (assuming the Board size
remains the same):
The a2 Milk Company | 17
2018 Annual Notice of Meeting

Current
remuneration
FY19
Proposed new
remuneration
(effective 1
January 2019)
Amount of
increase
Percentage
increase
Base fees
Chair$120,000$165,000$45,00037. 5%
Deputy Chair$165,000$210,000$45,00027. 3%
Non-Executive
Director
$120,000$165,000$45,00037. 5%
Audit & Risk Management Committee
Chair$33,000$35,000$2,0006%
Member* $16,500$16,500$00%
Remuneration Committee
Chair$33,000$35,000$2,0006%
Member*$16,500$16,500$00%
Nomination Committee
Chair$22,000$22,000$00%
Member*$11,000$11,000$00%
Total current
remuneration
FY19 (6
Directors)
$8 47, 50 0
**
Total
remuneration
proposed to
be paid (6
Directors)
$1,076,500
***
Current
remuneration
pool
$950,000
Proposed
remuneration
pool and
increase
$1,365,000
****
$415,00043.7%
All amounts are stated in NZD.
* There are two members on each committee, in addition to the chair of that committee.
The Chair is a member of the Nomination Committee but does not receive a
committee member fee in addition to his base Director fee.
** The total amount of current director remuneration for FY19 includes the Board-
approved payment of $37,500 to Jesse Wu for additional non-routine Board duties
performed during the year.
*** The total amount of director remuneration proposed to be paid from 1 January 2019
(if resolution 5 is approved) includes the additional payment of $37,500 to Jesse Wu
referred to above, but does not include any other additional fees that could be paid
to Non-Executive Directors for additional duties or responsibilities performed or
assumed during the year.
**** Not all of the total available remuneration pool is proposed to be used in a year,
reflecting the allowance for director remuneration headroom noted earlier. It should
be noted however that the new cap would not cover a higher/normalised fee for any
new Chair, were there to be one, who would not necessarily receive share options,
as have been granted to the current Chair (which is reflected in lower cash director
remuneration for the current Chair).
18 | The a2 Milk Company
2018 Annual Notice of Meeting

In accordance with the ASX Listing Rules, the Company confirms that no
securities have been issued to a Non-Executive Director under rule 10.11
or 10.14 with the approval of the holders of the Company’s ordinary
shares at any time within the preceding 3 years.
In accordance with the NZX Main Board Listing Rules and the ASX
Listing Rules, the Company will disregard any votes cast in favour of
resolution 5 by or on behalf of:
• any Director of the Company; and
• any of their associated persons (as defined in the NZX Main Board
Listing Rules) or associates (as defined in the ASX Listing Rules),
except where any such vote is cast by that Director (or one of their
associated persons or associates) as proxy for a person who is entitled
to vote, and that Director (or that associated person or associate) votes
in accordance with the express instructions of that person to vote for
or against a particular resolution on the proxy form or online proxy
instructions. If a Director (or one of their associated persons or
associates) is appointed as a discretionary proxy (that is, he or she is not
instructed on how to vote) on resolution 5, that Director (or that
associated person or associate) will not vote on the resolution as proxy.
Given the interests of the Chair and Non-Executive Directors, the Board
does not consider it appropriate to make a recommendation in respect
of voting on resolution 5.
The a2 Milk Company | 19
2018 Annual Notice of Meeting

thea2milkcompany.com

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PROXY FORM FOR THE 2018 ANNUAL MEETING
The Annual Meeting of The a2 Milk Company Limited (“a2MC” or the “Company”) will be held on Tuesday 20 November 2018 at 11:00 am
Melbourne time (1:00 pm New Zealand time) at Arts Centre Melbourne, 100 St Kilda Rd, Melbourne, VIC, 3004, Australia. Shareholders are
also able to attend and vote at the Annual Meeting online via the Link Market Services Virtual Annual Meeting platform. More information
regarding virtual attendance of the Annual Meeting and voting at the virtual Annual Meeting is available in the Virtual Annual Meeting Online
Portal Guide which will be filed on the ASX and NZX market announcement platforms and be available on the Company’s website at
https://thea2milkcompany.com/newsroom/market-announcements/.

If you propose NOT to attend the Annual Meeting, whether in person or virtually via the online platform, but wish to vote by postal vote or appoint
a proxy please complete and return all pages of this form to Link Market Services no later than 11:00 am Melbourne time (1:00 pm New Zealand
time) on Sunday, 18 November 2018 (being 48 hours before the commencement of the Annual Meeting). Proxy appointment or Postal Voting
can also be completed online. Please read the instructions below before completing this form. Please do not appoint a proxy if you are voting
by postal vote.



POSTAL VOTE

As a shareholder entitled to vote at the Annual Meeting, you are
entitled to vote by postal vote. You can cast your postal vote online
or by one of the other methods noted above. If you return your
postal vote without indicating how you wish to vote, or your
indication on how to vote is unclear, on any resolution, you will be
deemed to have abstained from voting on that resolution. If you
complete the postal vote section and also appoint a proxy, then
your postal vote will be cast, and your proxy appointment will not
be counted. If this form is returned duly signed by a shareholder
with voting instructions completed but without indicating that it is a
postal vote or a proxy appointment, it will be deemed to be a postal
vote.

APPOINTMENT OF PROXY

A shareholder entitled to attend and vote at the Annual Meeting is
entitled to appoint a proxy to attend and vote at the Annual Meeting
instead of him/her. A proxy need not be a shareholder of a2MC.
Any corporation that is a shareholder of a2MC may appoint a
person as its representative to attend the meeting and vote on its
behalf, in the same manner as that in which it could appoint a proxy.

Appointing the Chair of the Meeting or a director as your
proxy
If you wish, you may appoint the Chair of the Annual Meeting as
your proxy. To do so, please write “Chair of the Meeting” on the line
following the words “hereby appoint” in the section on the next page
entitled “appoint a proxy to vote on your behalf”. The Chair will vote
according to your instructions. Subject to the proviso below in
relation to resolution 5, if the Chair is not instructed how to vote,
then he will vote as he thinks fit. If you return this form without
directing the proxy how to vote on any particular resolution the proxy
will exercise the proxy’s discretion as to whether to vote and, if so, how
to vote, provided that no Director of a2MC or any of their associated
persons (as defined in the NZX Listing Rules) or associates (as defined
in the ASX Listing Rules) will be able to vote any discretionary proxies
either for or against resolution 5.

ATTENDING THE MEETING

If you propose to attend the Annual Meeting please bring this Proxy
Form (with all pages intact) to the meeting, the barcode on the front
page is required for registration at the meeting.

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
This Proxy Form must be signed by each of, or on behalf of, the joint
shareholders (or their duly authorised attorney).

Power of Attorney
If this Proxy Form is signed under a power of attorney, a copy of the
power of attorney and a signed certificate of non-revocation of the
power of the attorney under which the Proxy Form is signed, must be
produced to the Company with this Proxy Form.

Company
This Proxy Form must be signed by a director or a duly authorised officer
acting under the express or implied authority of the shareholder, or an
attorney duly authorised by the shareholder.

Go online to vote.linkmarketservices.com/ATM to vote or turn over to complete the Postal Vote/Proxy Form
meetings@linkmarketservices.co.nz
Mail
Use the enclosed envelope or
address to:

Link Market Services Limited
PO Box 91976
Auckland 1142
New Zealand

POSTAL VOTE / PROXY FORM

STEP 1: CHOOSE TO VOTE BY POSTAL VOTE OR APPOINT A PROXY TO VOTE ON YOUR BEHALF
POSTAL VOTING
I wish to vote by postal vote (please tick the box).
My voting intention is indicated in the section below entitled “Items of Business – Voting Instructions”.

APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We being a shareholder of The a2 Milk Company Limited

Hereby appoint ____________________________________ of ________________________________________

or failing him/her ____________________________________ of ________________________________________
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of shareholders of The a2 Milk Company Limited to be held at 11:00 am
Melbourne time (1:00 pm New Zealand time) on Tuesday, 20 November 2018 and, simultaneously, to be held virtually via an online platform and at
any adjournment of that meeting. Please indicate with a tick in the appropriate boxes below how you wish your proxy to vote. If you wish, you
may appoint as your proxy the “Chair of the Meeting” as your proxy.

STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS

Tick () in box to vote
ORDINARY BUSINESS

To consider and, if thought fit, pass the following resolutions as ordinary resolutions
of the Company: For Against Proxy Abstain
Discretion
1. That the Directors of the Company be authorised to fix the fees and expenses of the
Company’s auditor, Ernst & Young, for the ensuing year.

2. That Jayne Hrdlicka, who was appointed a Director of the Company by the Board
during the year, and who will retire at the meeting in accordance with the Company’s
constitution, be elected as a Director of the Company.

3. That Peter Hinton, who will retire at the meeting by rotation in accordance with the
Company’s constitution, be re-elected as a Director of the Company.

4. That Warwick Every-Burns, who will retire at the meeting by rotation in accordance
with the Company’s constitution, be re-elected as a Director of the Company.

5. That the maximum total annual remuneration pool able to be paid to non-executive
Directors in their capacity as Directors of the Company and its subsidiaries be
increased by NZ$415,000 from NZ$950,000 to a maximum of NZ$1,365,000, to be
paid and allocated amongst current and any potential new Directors (other than the
Managing Director) over time as the Board considers appropriate and, for this
purpose, “non-executive Director” includes the Chair in his capacity as a Director of
the Company and its subsidiaries, as further described in the Explanatory Notes to
the Notice of Meeting.*

*The Company will disregard any votes cast in favour of resolution 5 by a Director of the Company or any of their associated persons (as defined in
the NZX Main Board Listing Rules) or associates (as defined in the ASX Listing Rules). However, the Company need not disregard a vote in
accordance with the previous sentence if such vote is cast by a person as proxy in accordance with the express directions of a person not excluded
from voting (i.e. in accordance with instruction on a non-excluded person’s proxy form to vote for or against the resolution).





STEP 3: SHAREHOLDER QUESTIONS
Shareholders present at the Annual Meeting (either in person or via the virtual Annual Meeting) will have the opportunity to ask questions during the
Annual Meeting. If you cannot attend the Annual Meeting and choose not to participate in the virtual Annual Meeting but would like to ask a question,
or if you are attending and would like to ask a question in advance, you can submit such question by: (1) email to meetings@linkmarketservices.co.nz;
or (2) online by going to vote.linkmarketservices.com/ATM and completing the online validation process; or (3) completing the question section
below and returning it to Link Market Services. Questions will need to be submitted by 11.00 am Melbourne time (1:00 pm New Zealand time) on
Sunday, 18 November 2018. The Board will endeavour to address all appropriate questions at the Annual Meeting.






SIGN: SIGNATURE OF SECURITY HOLDER(S) This section must be completed.
Security holder 1 Security holder 2 Security holder 3


Contact Name ________________________ Daytime Telephone ______________________ Date ______________________________



Electronic Investor Communication:
If you received the Notice of Meeting & proxy by mail and you wish to receive your future communications by email, please provide
your email address below:

Question:

---

Virtual Annual
General Meeting
Online Guide
Part of Link Group | Corporate Markets

2 • Link Market Services Virtual Annual General Meeting Online Guide
Step 1
Open your web browser and
go to virtualmeeting.co.nz and
select the relevant meeting.
Virtual Annual General Meeting
Online Guide
Before you begin
Ensure your browser is compatible.
You can easily check your current
browser by going to the website:
whatismybrowser.com
Supported browsers are:
• Chrome – Version 44 & 45
• Firefox – 40.0.2 and after
• Safari – OS X v10.9 “Mavericks”
& OS X v10.10 “Yosemite”
• Internet Explorer 9 and up (please note
Internet Explorer 8 is not supported)
The virtual meeting is viewable from desktops
and laptops. To attend and vote at the virtual
annual general meeting you must have:
• NZX registered holders: Shareholder
number  and authorisation code (FIN)
• ASX registered holders: Shareholder
number and postcode
If you are an appointed proxy you will need
your proxy number which will be provided
by Link Market Services prior to the
meeting. Please make sure you have this
information before proceeding.
Step 2
Login to the portal using your full name, email
address, and company name (if applicable).
Please read and accept the terms and conditions
before clicking on the blue ‘Register and Watch
Annual General Meeting’ button. Once you have
logged in you will see:
• On the left – a live video webcast of the Annual
General Meeting
• On the right – the presentation slides that will be
addressed during the Annual General Meeting.
Note: After you have logged in we recommend that
you keep your browser open for the duration of the
meeting. If you close your browser, your session will
expire. If you attempt to log in again, you will be sent a
recovery link via email for security purposes.

Link Market Services Virtual Annual General Meeting Online Guide • 3
Navigating
At the bottom of the webpage
under the webcast and
presentation there are three
boxes. Refer to each section
below for operating instructions.
1
Get a voting card
2
Ask a Question
3
Downloads
1. Get a voting card
To register to vote - click on the ‘Get a voting
card’ box at the top of the webpage or below
the videos.

This will bring up a box which looks like this.
If you are an individual or joint Shareholder you will
need to register and provide validation by entering your
details in the top section:
• NZX registered holders: Shareholder number and
authorization code (FIN)
• ASX registered holders: Shareholder number and
postcode
If you are an appointed Proxy, please enter the Proxy
Number issued to you by Link Market Services in the
PROXY DETAILS section. Once you have entered your
appropriate details click the blue ‘SUBMIT DETAILS
AND VOTE’ button.
Once you have registered, your voting card will
appear with all of the resolutions to be voted on by
Shareholders at the Annual General Meeting (as set
out in the Notice of Meeting). You may need to use the
scroll bar on the right hand side of the voting card to
scroll up or down to view all resolutions.
Shareholders and proxies can either submit a Full Vote
or a Partial Vote. You can move between the two tabs
by clicking on ‘Full Vote’ or ‘Partial Vote’ at the top of
the voting card.

4 • Link Market Services Virtual Annual General Meeting Online Guide
Full Votes
To submit a full vote on a resolution ensure you are in
the ‘Full Vote’ tab. Place your vote by clicking on the
‘For’, ‘Against’, or ‘Abstain’ voting buttons.
Partial Votes
To submit a partial vote on a resolution ensure you are
in the ‘Partial Vote’ tab. You can enter the number of
votes you would like to vote (for any or all) resolution/s.
The total amount of votes that you are entitled to vote
for will be listed under each resolution. When you enter
the number of votes in a certain box it will automatically
tally how many votes you have left.
Note: If you are submitting a partial vote and do not use all of
your entitled votes, the un-voted portion will be submitted as No
Instruction and therefore will not be counted.
Once you have finished voting on the resolutions scroll
down to the bottom of the box and click the blue ‘Cast
Vote’ or ‘Cast Partial Vote’ button.
Note: You are able to close your voting card during
the meeting without submitting your vote at any time
while voting remains open. Any votes you have already
made will be saved for the next time you open up the
voting card. The voting card will appear on the bottom
left corner of the webpage. The message ‘Not yet
submitted’ will appear at the bottom of the page.
You can edit your voting card at any point while voting
is open by clicking on ‘Edit Card’. This will reopen the
voting card with any previous votes made.
If at any point you have submitted your voting card
and wish to make a change while voting is still open
you can do so by clicking the ‘Edit Card’ button
and making the required change. Once you have
completed your card select the blue ‘Cast Vote’ or
‘Cast Partial Vote’ button.
The voting card remains editable until the voting
is closed at the conclusion of the Annual General
Meeting. Once voting has been closed all voting cards,
submitted and un-submitted, will automatically be
submitted and cannot be changed.
At the conclusion of the Annual General Meeting a red
bar with a countdown timer will appear at the top of
the Webcast and Slide windows advising the remaining
voting time available to shareholders. Please make any
changes required to your voting cards at this point and
submit your voting cards.
If an additional resolution is proposed during the
meeting, there will be a short delay while the resolution
is added to the voting card. Once the resolution has
been added you will be notified by the Chairman during
the meeting. In order to vote on the extra resolution
you will need to reopen your voting card to cast your
vote by clicking the ‘Edit Card’ button.
Note: Registration for the Annual General Meeting and voting opens
one hour before the meeting begins.
Virtual Annual General Meeting
Online Guide continued

Link Market Services Virtual Annual General Meeting Online Guide • 5
2. How to ask a question
Note: Only shareholders are eligible to ask questions.
You will only be able to ask a question after
you have registered to vote. If you would
like to ask a question, click on the ‘Ask a
Question’ box either at the top or bottom
of the webpage.
The ‘Ask a Question’ box will then pop up with two
sections for completion.
In the ‘Regarding’ section click on the drop down
arrow and select one of the following categories:
• General Business
• Resolution 1
• Resolution 2
• Resolution 3
• Resolution 4
• Resolution 5
• Resolution 6
After you have selected your question category, click in
the ‘Question’ section and type your question.
When you are ready to submit your question - click
the blue ‘Submit Question’ button. This will send the
question to the Management/Board.
Note that not all questions are guaranteed to be
answered during the Annual General Meeting, but we
will do our best to address your concerns.
Once you have asked a question a ‘View Questions’
box will appear.
At any point you can click on ‘View Questions’ and
see all the questions you have submitted. Only you can
see the questions you have asked.
Note: You can submit your questions by this method
one hour before the meeting begins, if you have
registered to vote. You can continue to submit
questions up until the close of voting.
If your question has been answered and you would
like to exercise your right of reply, you can do so by
submitting another question.

3. Downloads
If you would like to see the Notice of Annual
General Meeting or the Annual Report you
can do so here.
A
B
• To download the Notice of Meeting – click A
• To download the Annual Report – click B
When you click on these links the file will open in
another tab in your browser.
Voting closing
Voting will close 5 minutes after the close of
the Annual General Meeting.
At the conclusion of the Annual General Meeting a red
bar with a countdown timer will appear at the top of
the Webcast and Slide screens advising the remaining
voting time. If you have not yet submitted your vote at
this point, you will be required to do so now.
At the close of the meeting any votes you have placed
will automatically be submitted.
Virtual Annual General Meeting
Online Guide continued
1261.0 07/16 ISS1
Contact us
Australia
T +61 2 8280 7100
E info@linkmarketservices.com.au
New Zealand
T +64 9 375 5998
E enquiries@linkmarketservices.co.nz
United Arab Emirates
T +27 72 6299034
E paular@linkmarketservices.co.za