Restaurant Brands New Zealand Limited logo

Notice of Annual Shareholders’ Meeting

AGM29 April 2020RBDConsumer Discretionary

Restaurant Brands New Zealand Limited
Notice of

Annual Meeting

of Shareholders

Notice is given that the

23rd annual meeting of

shareholders of Restaurant

Brands New Zealand Limited

will be held via virtual meeting

on Thursday 28 May 2020,

commencing at 2.00pm.

Agenda

1 Chairman’s address

2 Chief executive’s review

3 Shareholder questions

4 Auditors

To record the reappointment of PricewaterhouseCoopers

as the Company’s auditors, and to authorise the directors

to fix the auditors’ remuneration for the ensuing year.

Resolution 1: That the Board of Directors be authorised

to fix the auditor’s remuneration for the ensuing year.

5 General Business

To consider any other matter that may lawfully be

considered at the meeting.


By order of the board

G R Ellis

Company Secretary

30 April 2020

Procedural Notes:
1 All shareholders may attend and vote online at the Annual

Meeting, or may appoint a proxy to attend and vote in

their place.

2 If a shareholder wishes to appoint a proxy, that shareholder

should complete the proxy form which is enclosed with

this notice of meeting, or follow the instructions on the

proxy form to lodge its proxy online. A proxy need not be a

shareholder of the Company. If a shareholder wishes, it may

appoint “the Chairman of the Meeting” as that shareholder’s

proxy. To appoint a proxy or vote online shareholders will

be required to enter their CSN/Securityholder Number,

postcode/country of residence and the secured access

Control Number that appears on the front of their Voting/

Proxy Form. Proxies submitted this way must be receive

before 2pm on Tuesday 26 May 2020.

3 A body corporate, which is a shareholder of the Company,

may appoint a representative to attend the Annual Meeting

online on its behalf in the same manner as that in which it

would appoint a proxy. A representative will have the same

rights and powers as if the representative were a proxy.

4 Proxy forms must be returned to the office of Restaurant

Brands New Zealand’s share registrar, Computershare

Investor Services Limited, either by fax to 64 9 488 8787,

by delivery to Level 2, 159 Hurstmere Road, Takapuna,

Auckland, New Zealand or by mail to Private Bag 92 119,

Auckland 1142, New Zealand so as to be received not later

than 2.00pm on Tuesday 26 May 2020.

5 Each resolution is to be considered as an ordinary resolution.

To be passed, an ordinary resolution requires the approval of

a simple majority of the votes cast on that resolution.

Explanatory Notes:

1 Resolution 1 – Fix the Remuneration of the Auditors

Pursuant to section 207T of the Companies Act 1993,

PricewaterhouseCoopers is automatically re-appointed at

the Company’s Annual Meeting as auditors of the Company.

This resolution authorises the Board of Directors to fix the

remuneration of the auditors, PricewaterhouseCoopers.


Directors recommend that shareholders vote to approve

Resolution 1.

Virtual Meeting:

In light of current public health restrictions relating to the

spread of COVID-19 (particularly those relating to international

arrivals and large gatherings of people) the Company has

made the decision to hold its first virtual Annual Meeting. All

shareholders will have the opportunity to attend and participate

in the 2020 Annual Meeting online via an internet connection

(using a computer, laptop, tablet or smartphone).

Virtual meetings are accessible on both desktop and mobile

devices. In order to participate remotely you will need to either:

• Download Lumi AGM from the App Store or Google Play

Stores for free – search for Lumi-AGM; or

• Visit web.lumiagm.com on your desktop or mobile device.

Ensure that your browser is compatible – Lumi AGM supports

the latest version of Chrome, Safari, Internet Explorer, Edge

or Firefox.

• If you have any questions, or need assistance with the online

process, please contact Computershare on +64 9 488 8777

between 8.30am and 5.00pm Monday to Friday.

Audio will stream through the selected device, so shareholders

will need to ensure that they have the volume control on their

headphones or device turned up.

As a shareholder you may attend the online meeting, vote on

the resolutions to be put to shareholders and ask questions,

by using their own computers or mobile devices. Shareholders

will still be able to appoint a proxy to vote for them as they

otherwise would, by following the instructions on the proxy form

and this Notice of Annual Meeting.

Details of how to participate ‘virtually’ are provided in the

accompanying Virtual Meeting Guide, with instructions for

accessing the virtual meeting. Shareholders are encouraged

to review this guide and download the app prior to the Annual

Meeting.

Shareholders will require the meeting ID – which is

366-840-264 – as well as their CSN/Securityholder

Number, which can be found on their proxy form, for

verification purposes.

Shareholder Questions:

Whilst shareholders will be provided with the opportunity to

submit questions online at the meeting, it would be desirable if

the Company was able to receive them in advance.

Shareholders are therefore requested to send any questions

they may have for the Company or its directors at the virtual

Annual Shareholders’ Meeting to investor@rbd.co.nz

Please note that not all questions may be able to be answered

during the meeting. In this case answers will be made available

on the Company’s website after the meeting.

www.restaurantbrands.co.nz

---

>Download Lumi AGM from the App Store or Google Play Stor es for free—sear ch for Lumi AGM; or
>Visit web.lumiagm.com on your desk top or mobile device. Ensure that your browser is compatible—Lumi AGM supports the latest

ver sions of Chrome, Saf ari, Internet Explorer , Edge and Firefox.

VIRTUAL ANNUAL MEETING GUIDE 2020

GETTING STARTED

Virtual meetings are accesible on both desktop and mobile devices. In order to participate remotely you will need to either:

>us ername (CSN or Holder number);

>pas swor d (postcode, or country

code for over seas residents)

NEW ZEALAND RESIDENTS

Username (CSN or Holder number) and

Password (postcode).

USING LUMI AGM

ACCESSING THE VIRTUAL MEETING

Once you have downloaded Lumi AGM

or entered web.lumiagm.com into your

internet browser, you’ll be prompted to

enter the Meeting ID and accept the

terms and conditions.

You will then be required to enter your:

OVERSEAS RESIDENTS

Username (CSN or Holder Number); and

Password (three-character ISO3 country

code) e.g. AUS is the ISO3 code for

Australia.

You can find a full list at

www.computershare.com/iso3

NAVIGATING LUMI AGM

When successfully authenticated, the

info screen will display.

You can view meeting information, ask

questions and watch the webcast.

If you would like to watch the webcast,

press the broadcast icon at the

bottom of the screen.

APPOINTED PROXIES

A username and password will be

provided prior to the meeting.

If you have not received your username

and password, please contact

Computershare on +64 9 488 8777

between 8.30am—5.00pm Monday to

Friday.

VOTING IN LUMI AGM

Once the poll has been opened, will

appear on the navigation bar at the

bottom of the screen—from here, the

resolution and voting choices will be

displayed.

To vote, simply select your voting

direction from the options shown on

screen. To change your vote, simply

select another direction—you can cancel

your vote by clicking ‘Cancel’.

MEETING ID

366-840-264

Shareholders are encouraged to download the app prior to the Annual Meeting.

LOGGING IN

To log in, you must have the following information (which can be found on your Shareholder’s Voting and Proxy Form) or you can login

as a guest if you are not a shareholder in Restaurant Brands; however, you will not be able to ask any questions or vote.

>If you have any questions, or need assistance with the online process, please contact Computershare on +64 9 488 8777

between 8.30am-5.00pm Monday to Friday.

VIEWING COMPANY DOCUMENTS
Links to the Notice of Meeting, Vir tual

Meeting Guide and Annual Report are

pr esent on the info scr een.

When you click on a link, the selected

document will open in your browser.

ASKING QUESTIONS

Any shareholder or appointed proxy/

representative attending the meeting is

eligible to ask questions. If you would

like to ask a question, select then

type and submit your question. It will

be sent to the board for an answer.

Please note that not all questions may

be able to be answered during the

meeting. In this case, questions will be

followed up by email after the meeting.

MEETING ID

VOTING AT A GLANCE

STEP 1

Open Lumi AGM and enter

the Meeting ID shown in top

right corner

STEP 2

Enter your username and

password (CSN/Holder

Number and postcode)

STEP 3

When the poll is opened,

click and select your

desired voting direction

WATCHING THE WEBCAST

To watch the webcast, click the black

broadcast bar on screen and push

the ► button to start the webcast.

The video and/or slides will appear

shortly after (dependent on the

speed of your internet connection).

Remote entry to the Annual Meeting will open at 1.45PM NZT on

Thursday 28 May 2020

366-840-264

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.

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