The a2 Milk Company Limited logo

Notice of Annual Meeting/Proxy Form/Online Portal Guide

AGM17 October 2019ATMConsumer Staples

Notice of Annual Meeting 2019The a2 Milk Company Limited
Notice of

Annual

Meeting.

Auckland Harbour
Daldy St

Pakenham St W

Jellicoe St

Park Hyatt

Auckland

Beaumont St

Madden St

Halsey St

Gaunt St

CBD (City Centre)

Fanshawe St

Victoria

Park

Ferry Terminal

Downtown

Britomart

Train Station

Generator

N

Sofitel Auckland

Viaduct Harbour

NOTICE is hereby given that the 2019 Annual

Meeting of shareholders of The a2 Milk Company

Limited (the “Company”) will be held on Tuesday,

19 November 2019 at 10.30am New Zealand

time at Generator, 12 Madden Street, Wynyard

Quarter, Auckland, 1010, New Zealand.

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/a2MC19; 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/annual-meetings/).

To view the latest financial statements for the year ended

30 June 2019, please visit http://thea2milkcompany.com/results/

and select the 2019 Annual Report within the Investor centre/

Results and reports 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.

Getting there

Public transport travel

routes

We encourage you to use public

transport. The City Link bus

includes a circuit of Daldy and

Beaumont streets every 8 minutes

from Monday to Saturday and

connects to services across the

region. The #10 Bus service

provides an hourly weekday

service between Onehunga and

Wynyard Quarter via Pt Chevalier,

with a 30 minute frequency

during peak times. The Inner Link

and Outer Link buses stop on the

other side of Victoria Park, only a

short walk away. Similarly, the

North Shore buses stop on

Fanshawe Street, just minutes

from Generator.

Car parking options

Jellicoe Street Car Park

(37-55 Madden Street),

Victory Convention Centre

Underground Car park, Auckland

Transport Car Park building

(72-100 Fanshawe Street),

Auckland Transport Downtown

Car Park Building (31 Custom

Street West).

For the cyclists

There are a number of bike

enthusiasts in Auckland. Both

Lysaght and Madden St have large

bike storage areas, with over

20 racks. The buildings also have

excellent shower and bathroom

facilities on site.

Notice of Annual Meeting 2019

Notice of Annual Meeting 2019 1

Notice of Annual Meeting 2019
The business of the meeting is comprised

of ordinary and special business, being:

1. Financial Statements and Reports

To receive and consider the Company’s financial statements

for the year ended 30 June 2019, 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 – Pip Greenwood

(Resolution 2)

To consider and, if thought fit, to pass the following resolution

as an ordinary resolution of the Company:

“That Pip Greenwood, 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. Adoption of New Constitution

(Resolution 3)

To consider and, if thought fit, to pass the following resolution

as a special resolution of the Company:

“That the existing Company constitution be revoked and the

new constitution, in the form presented at the Annual Meeting

and referred to in the explanatory notes under the heading

“Item 4 – Adoption of New Constitution (Resolution 3)”, be adopted

as the constitution of the Company with effect from the close of

the meeting.”

5. General Business

To consider any other matters that may properly be brought before

the meeting.

Shareholders eligible to vote

Only shareholders who hold ordinary shares in the Company as at

9.00pm New Zealand time on Friday, 15 November 2019 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, at

virtualmeeting.co.nz/a2MC19. 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 Australian 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/annual-meetings/).

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.

BusinessOther

information

2 The a2 Milk Company

Notice of Annual Meeting 2019 3

Notice of Annual Meeting 2019
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, 19 November 2019 from

9.30am 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/a2MC19.

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.

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 5.00pm

New Zealand time on Friday, 15 November 2019.

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

4 The a2 Milk Company

Notice of Annual Meeting 2019 5

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/annual-meetings/).

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

10.30am New Zealand time on Sunday, 17 November 2019. Any

proxy form received after that time will not be valid for the 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.

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.

Other

information

continued

Notice of Annual Meeting 2019

6 The a2 Milk Company

Notice of Annual Meeting 2019 7

Other
information

continued

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 10.30am New Zealand time on Sunday,

17 November 2019. 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.

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

Resolutions 1 and 2 are ordinary resolutions requiring the approval

of a simple majority of the votes of those shareholders entitled to

vote and voting (in person, by postal vote or by proxy) in order for

them to be passed. Resolution 3 is a special resolution requiring the

approval of 75% or more of the votes of those shareholders entitled

to vote and voting (in person, by postal vote or by proxy) in order for

it to be passed.

By order of the Board.

Mr David Hearn

Chair

Thursday, 17 October 2019

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 – Pip Greenwood

(Resolution 2)

Pip Greenwood was appointed as a Director by the Board,

under clause 17.3(a) of the Company’s constitution, with effect

from 1 July 2019.

Pip will retire from office at the Annual Meeting and offer herself for

election as required by the Company’s constitution and NZX Listing

Rule 2.7.1. The other members of the Board unanimously support

Pip’s election. The Board considers Pip qualifies as an Independent

Director in terms of the NZX Listing Rules.

Pip commenced her role as a Director of The a2 Milk Company on

1 July 2019.

Pip brings extensive commercial and board experience to The a2 Milk

Company Board.

Currently Pip is also a director on the boards of Westpac New Zealand,

Spark New Zealand and Fisher & Paykel Healthcare. She was

previously a senior partner at law firm Russell McVeagh, where she

spent over ten years on the firm’s board including acting as the firm’s

board Chair and interim CEO. A leader in the field of corporate law

and in the New Zealand business community, Pip is also known for

her work promoting greater diversity in the workplace. She is the

recipient of numerous industry awards including being named

New Zealand “Dealmaker of the Year” at the Australasian Law

Awards 2018, an accolade she has won five times; and she has twice

been recognised as a finalist at the Women of Influence Awards.

Pip resides in New Zealand.

Pip Greenwood

Independent,

Non-executive Director

Explanatory

notes

Notice of Annual Meeting 2019

8 The a2 Milk Company

Notice of Annual Meeting 2019 9

Explanatory
notes

continued

Item 4 – Adoption of New Constitution

(Resolution 3)

The former NZX Main Board/Debt Market Listing Rules (dated

1 October 2017) have been replaced by updated NZX Listing Rules

(dated 1 January 2019) (“New Listing Rules”).

The Company transitioned to the New Listing Rules on 30 June 2019.

To comply with the New Listing Rules, the Company is required to

update its existing constitution. An amended constitution has been

prepared. A copy, marked to show the changes from the existing

constitution, can be viewed under the Annual Meetings section of

our website at https://thea2milkcompany.com/annual-meetings/ or

may be obtained by contacting the share registrar, Link Market

Services. The contact details for Link Market Services can be found

on the enclosed proxy form. Copies will also be available for

inspection at the Annual Meeting.

A summary of the significant changes to the constitution is set out

below. References to clause numbers below are references to clause

numbers in the constitution as proposed to be amended.

• The provision relating to rotation of directors has been amended

to reflect the fact that the New Listing Rules require that all

directors must not hold office without re-election past the third

annual meeting following the director’s appointment or three

years, whichever is longer.

• The previous listing rules provided that executive directors were

not required to retire by rotation. That exception has been

removed. The requirement that the term of appointment of an

executive director not exceed five years has also been removed.

The Constitution has been amended to reflect these changes

(deletion of the previous clause 17.4(a) and parts of clause 23.1)

which will apply to the Managing Director.

• The New Listing Rules require that all voting at shareholders’

meetings must be conducted by way of a poll. A provision has

been added to the constitution that the chairperson of a

shareholders’ meeting will always require a poll to be conducted

(clause 15.9).

• The constitution currently provides that the Company may buy

back shares in accordance with the Companies Act 1993 and

the NZX and ASX Listing Rules. The Companies Act provides

that, where the constitution allows, the Company may buy back

shares from less than all shareholders. The constitution has

been amended to make it clear that the Company may do this

(in accordance with the Companies Act and the Listing Rules)

(clause 3.1). There is no current intention for the Company to

undertake any buy back of its shares.

Other changes which have been made are:

• references to legislation have been updated to refer to current

legislation, or where the legislation is no longer in force,

references to repealed legislation have been deleted;

• wording has been updated for clarification and for consistency

with the New Listing Rules;

• wording has also been updated for consistency with the

ASX Listing Rules and the ASX Settlement Operating Rules;

• some duplication has been removed; and

• provisions have been added clarifying that notice of directors’

meetings may be given by electronic means.

As the amendments to the Constitution do not impose or remove

a restriction on the activities of the Company or affect the rights

attaching to shares, the shareholder minority buy-out rights under

the Companies Act 1993 do not apply. The Company’s New Zealand

lawyers, Harmos Horton Lusk Limited, have provided an opinion to

NZX that the new constitution, once adopted with the proposed

amendments, will comply with the New Listing Rules. The

Company’s Australian lawyers, Johnson Winter & Slattery, have

confirmed to the Company that the new constitution, once

adopted with the proposed amendments, will comply with the

ASX Listing Rules.

Notice of Annual Meeting 2019

10 The a2 Milk Company

Notice of Annual Meeting 2019 11

The A2 protein
difference

Typical cow herds

produce conventional

milk containing a mix of

A1 and A2 protein types

Originally all cows

produced milk

containing only the

A2 protein type

Genetic variation has resulted in mixed herds over time

Our branded milk is sourced

from herds producing milk

naturally containing only the

A2 protein type and no A1

Conventional cows’ milk contains two main

types of beta casein protein, A2 protein and

A1 protein – our branded milk is different from

conventional cows’ milk because it comes from

cows selected to naturally produce only the

A2 protein type and no A1.

Meeting notes

Notice of Annual Meeting 2019

12 The a2 Milk Company

Notice of Annual Meeting 2019 13

thea2milkcompany.com
The a2 Milk Company Limited

(Australian Registered Body Number 158 331 965 – Incorporated in New Zealand)

---

LODGE YOUR PROXY
Online

vote.linkmarketservices.com/ATM

Scan& Email


Fax

+64 9 375 5990

Deliver in person

Link Market Services Limited,

Level 11, Deloitte Centre

80 Queen Street, Auckland 1010




SCAN THIS QR CODE WITH YOUR SMARTPHONE AND

VOTE ONLINE




General Enquiries

+64 9 375 5998 | enquiries@linkmarketservices.com



PROXY FORM FOR THE 2019 ANNUAL MEETING

The Annual Meeting of The a2 Milk Company Limited (“a2MC” or the “Company”) will be held on Tuesday, 19 November 2019 at 10:30

am New Zealand time at Generator, 12 Madden Street, Wynyard Quarter, Auckland, New Zealand. 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/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 10.30am New Zealand time on

Sunday, 17 November 2019 (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. If the Chair is not

instructed how to vote, he intends to vote in favour of each resolution.

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.


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 may be signed by either, 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 10:30am

New Zealand time on Tuesday, 19 November 2019 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 the “Chair of

the Meeting” as your proxy.


STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS


Tick () in box to vote

ORDINARY BUSINESS For Against Proxy Abstain

Discretion

To consider and, if thought fit, pass the following resolutions as ordinary resolutions

of the Company:


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 Pip Greenwood, 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.


SPECIAL BUSINESS


To consider and, if thought fit, pass the following resolution as a special resolution

of the Company:


3. That the existing Company constitution be revoked and the new constitution, in the

form presented at the Annual Meeting and referred to in the explanatory notes of

the notice of meeting under the heading “Item 4 – Adoption of New Constitution

(Resolution 3)”, be adopted as the constitution of the Company with effect from the

close of the meeting.







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 5.00pm New Zealand

time on Friday, 15 November 2019. 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

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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 2019 Notice of Annual Meeting and Voting Form
    2019-08-22

    HUNUA ROOMS Aotea Centre, 50 Mayoral Drive, Auckland Commencing at 2:00pm Wednesday 25 September 2019 NOTICE OF ANNUAL MEETING 2019 WELLESLEY ST WEST WELLESLEY ST HOBSON ST NELSON ST FEDERAL ST ALBERT ST ELLIOTT ST MAYORAL DR QUEEN ST VINCENT ST G RE YS AVE MARMION ST WAVERLE…”

  • SAN — Sanford Limited: Notice of Annual Meeting
    2019-11-13

    GridAKL is located midway down Madden Street, Wynyard Quarter https://gridakl.com/how-to-get-here/ Car parking is available at the following locations: - Jellicoe Street Carpark - 69 Gaunt Street - Victory Church Carpark, cnr Fanshawe and Beaumont Streets Procedural Notes For…”

  • FBU — Fletcher Building: Notice of 2019 Annual Shareholders’ Meeting
    2019-10-29

    Procedural NotesVenue LocationBusiness 1. Persons entitled to vote The 2019 annual shareholders’ meeting will be a hybrid meeting. Voting on all resolutions put before the meeting will be by poll. Voting entitlements for the meeting will be determined at 10.30am on Tuesday 26…”