Results of Meeting – Amendment

Kathmandu Holdings Ltd
223 Tuam Street, Christchurch 8011 249 Park Street, South Melbourne, Victoria 3205
PO Box 1234, Christchurch 8140, New Zealand PO Box 984, South Melbourne, Victoria 3205, Australia
Phone: +64 3 373 6110 Fax: +64 3 373 6116 Phone: +61 3 9267 9999 Fax: +61 3 9267 9933
kathmandu.co.nz kathmandu.com.au



ASX Limited
NZX Limited

26 November 2018

Results of Resolutions – Annual Meeting

Kathmandu Holdings Limited (Kathmandu) held its Annual Meeting on Friday, 23 November 2018.

Details of the question and answer session held at the meeting and presentations given by the Chairman
and the CEO at the meeting will be made available on http://www.kathmanduholdings.com

As required by ASX listing rule 3.13.2 and for the purpose of the NZX Listing Rules, we advise that at the
Kathmandu Annual Meeting, all resolutions were passed by a by a poll.

1. Ordinary Resolution – Election of Director – Mr. David Kirk
That Mr. David Kirk, who retires by rotation in accordance with Article 4.4 of the Company's Constitution
and NZX Main Board Listing Rule 3.3.11 and, being eligible, offers himself for
re-election, be re-elected as a Director of the Company.

Total number of votes

Votes cast % of votes cast
Votes for the resolution 150,375,230 82.82%
Votes against the resolution 31,188,786 17.18%
Votes abstaining 2,033,411

The motion was passed by a poll.

2. Ordinary Resolution – Election of Director – Ms. Sandra McPhee
That Ms. Sandra McPhee who retires by rotation in accordance with Article 4.4 of the Company's
Constitution and NZX Main Board Listing Rule 3.3.11 and, being eligible, offers himself for re-election, be
re-elected as a Director of the Company

Total number of proxy votes

Votes cast % of votes cast
Votes for the resolution 181,386,058 99.91%
Votes against the resolution 156,958 0.09%
Votes abstaining 2,054,411

The motion was passed by a poll.

3. Auditor’s Remuneration
To record that PricewaterhouseCoopers continue in office as the Company’s auditors and to authorise the
Directors to fix the remuneration of PricewaterhouseCoopers for the ensuing year.

Total number of votes cast

Votes cast % of votes cast
Votes for the resolution 181,452,647 99.94%
Votes against the resolution 106,876 0.06%
Votes abstaining 2,037,904

Kathmandu Holdings Ltd
223 Tuam Street, Christchurch 8011 249 Park Street, South Melbourne, Victoria 3205
PO Box 1234, Christchurch 8140, New Zealand PO Box 984, South Melbourne, Victoria 3205, Australia
Phone: +64 3 373 6110 Fax: +64 3 373 6116 Phone: +61 3 9267 9999 Fax: +61 3 9267 9933
kathmandu.co.nz kathmandu.com.au



The motion was passed by a poll.

4. Grant of Performance Rights – Xavier Simonet
That, for the purposes of ASX Listing Rule 10.14, and for all other purposes, approval is hereby given for
the grant to Xavier Simonet, Managing Director and Chief Executive Officer, of a number of performance
rights up to a value of A$579,411, calculated in accordance with the formula and terms described in the
Explanatory Statement which forms part of this Notice of Meeting.

Total number of votes cast:


Votes cast % of votes cast
Votes for the resolution 181,036,471 99.75%
Votes against the resolution 459,486 0.25%
Votes abstaining 2,085,208

The motion was passed by a poll.

5. Increase cap on non-executive directors’ remuneration pool
That, for the purposes of ASX Listing Rule 10.17 and NZX Main Board Listing Rule 3.5.1, the maximum
aggregate remuneration of non-executive Directors be increased by A$200,000, from the present limit of
A$800,000 per annum in aggregate to a limit of A$1,000,000 per annum in aggregate, with effect from 1
August 2018.

Total number of votes cast

Votes cast % of votes cast
Votes for the resolution 173,054,418 99.63%
Votes against the resolution 645,081 0.37%
Votes abstaining 2,085,388

The motion was passed by a poll.


Yours Sincerely,






Reuben Casey
Company Secretary