Argosy Property Limited logo

Argosy issues Notice of Annual Meeting

AGM23 June 2020ARGReal Estate

Notice of
Annual Meeting

2020

Tuesday

28 July 2020

Royal New Zealand

Yacht Squadron

181 Westhaven Drive

Westhaven Marina

Date

Venue

Location

Royal New Zealand Yacht Squadron

181 Westhaven Drive, Westhaven Marina

Auckland 1011

And online virtually through the web platform

web.lumiagm.com or by downloading Lumi

AGM from the App Store or Google Play

Store for free.

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2020

App Store or Google Play Store for free. By using the

web platform or the App, you will be able to watch

the annual meeting, vote and ask questions online

using your smartphone, tablet or desktop device.

Please refer to the enclosed Virtual Meeting Guide

for more information. If you wish to appoint a

proxy to attend online on your behalf, please ensure

that you provide their contact details (phone and

email) either in the enclosed proxy form or the

online proxy form in accordance with the

instructions in paragraphs 5 - 11.

CASTING YOUR VOTE

3. You may cast your vote in one of two ways:

—Personal attendance: If you wish you can attend

the meeting in person or participate virtually via

the web platform web.lumiagm.com or by

downloading Lumi AGM from the App Store or

Google Play Store for free

—Appointing a proxy to vote: In accordance with

the instructions in paragraphs 5 - 11.

ORDINARY RESOLUTIONS

4. Each of the resolutions to be moved at the annual

meeting is an ordinary resolution. For an ordinary

resolution to be passed, it must be approved by a

simple majority of the votes of shareholders who

are entitled to vote and vote on the resolution, in

person or by proxy.

PROXIES AND VOTING

5. A shareholder entitled to attend and vote at the

meeting is entitled to appoint a proxy to attend and

vote instead of that shareholder. A proxy need not

be a shareholder. A proxy form is enclosed. If the

Chairman of the meeting is appointed to act as

proxy and is not directed how to vote, he will vote

in favour of each Resolution. Shareholders are also

able to appoint a proxy online.

6. If, in appointing your proxy, you do not name a

person as your proxy, or your named proxy does

not attend the meeting, the Chairman of the

meeting will be your proxy and may only vote

in accordance with your express direction.

The Chairman and the Directors will vote all

discretionary proxies, for which they have

authority to vote, in favour of each Resolution.

7. If you wish to appoint a proxy, you should

complete either the enclosed proxy form or

the online proxy form.

8. If you are completing the enclosed proxy form:

—All proxy forms must be signed by at least

one shareholder.

—In the case of joint shareholders, if the

shareholders appoint different voting proxies,

the vote of the proxy appointed by the first

named joint shareholder will be counted.

Seniority shall be determined by the order in

which the joint shareholders’ names stand in

Argosy Property Limited’s share register.

Notice

Notice is given that the annual meeting of shareholders

of Argosy Property Limited will be held at the Royal

New Zealand Yacht Squadron, 181 Westhaven Drive,

Westhaven Marina, Auckland 1011 and online virtually

through the web platform web.lumiagm.com or

by downloading the Lumi AGM app (available at the

App Store or Google Play Store) on Tuesday

28 July 2020 commencing at 2.00pm.

Agenda

CHAIRMAN’S INTRODUCTION

CHIEF EXECUTIVE OFFICER’S REVIEW

RESOLUTIONS

To consider, and if thought fit, pass the following

resolutions.

Resolution 1

That Rachel Winder be elected as a Director.

Resolution 2

That Martin Stearne be elected as a Director.

Resolution 3

That the Board be authorised to fix the auditor’s fees

and expenses.

Further information relating to these resolutions

is set out in the Explanatory Memorandum

accompanying this Notice of Meeting. Please

ensure you read and consider the resolutions

together with the Explanatory Memorandum.

By order of the Board of Argosy Property Limited.

P Michael Smith

Chairman

Wednesday 24 June

Important Notes

ENTITLEMENT TO VOTE

1. The persons who will be entitled to vote at

the annual meeting are those persons who are

registered on the Company’s share register as

holding fully paid ordinary shares in the Company

at 5pm on Sunday 26 July 2020.

2. The Company is holding a hybrid annual meeting

this year to allow shareholders who are unable to

attend in person to have the opportunity to attend

online through the web platform web.lumiagm.com

or by downloading the Lumi AGM App from the

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2020

— If the proxy is signed under a power of attorney

or other authority, that power of attorney or

other authority or a certified copy of such

power of attorney or authority, if not previously

provided to the Company, must accompany the

proxy form, together with a completed certificate

of non-revocation.

—Completed proxy forms must be received by

the Company’s share registrar, Computershare

Investor Services Limited at Private Bag 92119,

Auckland 1142, or at corporateactions@

computershare.co.nz or facsimile +64 9 488 8787,

by no later than 2.00pm on Sunday, 26 July 2020

(being 48 hours before the meeting).

9. If you are using the online proxy form:

—Go to the Computershare InvestorVote website

at: www.investorvote.co.nz.

—Follow the instructions and prompts on the

website to complete your online proxy form.

Please note that you will need your CSN/

Securityholder Number and post code.

—The online proxy form must be submitted from

the website by no later than 2.00pm on Sunday

26 July 2020 (being 48 hours before the

meeting). Please note that the online proxy

form cannot be used to appoint a proxy under

a power of attorney or similar authority.

10. A proxy granted by a company must be signed by

a duly authorised officer or attorney who is acting

under the company’s express or implied authority.

If a representative of a shareholding company is to

attend the meeting, they must provide a Certificate

of Appointment of Corporate Representative to

Computershare Investor Services Limited, by no

later than 2.00pm on Sunday, 26 July 2020 (being

48 hours before the meeting), in the same manner

as for appointment of a proxy.

11. If you are attending the meeting and voting in more

than one capacity (e.g. also as proxy, attorney or

representative for one or more other shareholders),

you must fill out separate voting papers in respect

of each capacity in which you vote.

Explanatory Memorandum

DIRECTOR ELECTIONS (RESOLUTIONS 1–2)

In accordance with NZX Listing Rule 2.7.1, Directors

appointed by the Board must retire from office at the next

annual meeting. Rachel Winder and Martin Stearne were

appointed by the Board during the year and accordingly

retire from office at the annual meeting. Being eligible,

Rachel Winder and Martin Stearne will offer themselves

for election at the annual meeting. The Board has

determined that Rachel Winder and Martin Stearne, if

elected, will each be an Independent Director (as defined

in the NZX Listing Rules). Brief profiles for Rachel

Winder and Martin Stearne are set out below. Following

the retirement of Michael Smith and Peter Brook at the

annual meeting, if Rachel Winder and Martin Stearne are

elected, the Company will have six Directors.

DIRECTOR PROFILE:

Rachel Winder

Director since August 2019

Mrs Winder has been involved in the property sector

for over 20 years across a variety of roles including

strategy, portfolio management, financial management

and development. Her experience spans across

industries from construction to telecommunications

and financial services. Rachel is currently Head of

Property for Westpac New Zealand and holds an MBA

from the University of Otago and a Bachelor of Property

from the University of Auckland. She is also a member

of the New Zealand Institute of Directors.

DIRECTOR PROFILE:

Martin Stearne

Director since March 2020

Mr Stearne has over 20 years commercial and capital

markets experience, primarily gained during his time

at Jarden and its predecessors from 1995 until 2015.

He currently holds appointments to the NZX Listing

Subcommittee, the Takeovers Panel and the Investment

Committee of the Impact Enterprise Fund. He is a

member of INFINZ and IceAngels. Mr Stearne holds

a Bachelor of Science (Hons) in maths and a Bachelor

of Commerce majoring in finance from the University

of Otago.

The Board recommends that you vote

IN FAVOUR OF Rachel Winder and

Martin Stearne’s election as Directors.

ARGOSY PROPERTY LIMITED
NOTICE OF ANNUAL MEETING 2020

Reasons for the Board’s

Recommendations

ELECTION OF DIRECTORS (RESOLUTIONS 1-2)

The Board wishes to ensure that it possesses the

appropriate blend of expertise, skills and experience,

having regard to the size of the Company and the nature

of its business. The Board supports the election of

Rachel Winder and Martin Stearne because the Board

considers they have the expertise to contribute to the

overall skill set required by the Board.

FIXING OF AUDITOR’S FEES AND EXPENSES

(RESOLUTION 3)

Deloitte is automatically re-appointed as the auditor of

the Company under section 207T of the Companies Act

1993. Resolution 3 authorises the Board to fix the fees

and expenses of Deloitte as the Company’s auditor.

Royal New Zealand Yacht Squadron

181 Westhaven Drive, Westhaven Marina,

Auckland 1011

Tuesday, 28 July 2020

Commencing at 2pm

MEETING LOCATION:

CURRAN STREET

NORTHERN MOTORWAY

---

LODGE YOUR PROXY
Online

www.investorvote.co.nz

By Mail

Computershare Investor Services Limited

Private Bag 92119, Auckland 1142,

New Zealand

By Fax

+64 9 488 8787

corporateactions@computershare.co.nz

For all enquiries contact

+64 9 488 8777

corporateactions@computershare.co.nz

FOR YOUR PROXY APPOINTMENT TO BE EFFECTIVE IT MUST BE RECEIVED

BY 2.00PM, SUNDAY 26 JULY 2020

Go online to lodge your proxy or turn over to complete the form.

VOTING

You are entitled to one vote for every fully paid share in Argosy Property

Limited held as at 5.00pm on Sunday 26 July 2020. It is intended that

voting at the meeting will occur by way of a poll. The Chairman will

demand a poll at the start of the meeting.

HOW TO VOTE

Attending the Meeting in person

If you propose TO ATTEND the meeting in person, please bring this

Voting/Proxy Form intact to the meeting as it contains your attendance slip.

Attending the Meeting Virtually

If you propose TO ATTEND the meeting virtually please review the

enclosed Virtual Meeting Guide prior to the meeting. You can participate

in the meeting virtually through the web platform web.lumiagm.com or

by downloading the Lumi AGM app, and entering the meeting ID

326-334-334. You will be able to view presentations, ask questions and cast

your vote from your own computer, mobile or similar device. For any

assistance with the online process, you may contact Computershare on

+64 9 488 8777 between 8.30am—5.00pm Monday to Friday.

Appointment of Proxy

If you DO NOT propose to attend the meeting but wish to be represented

by a proxy, please complete and sign this Voting/Proxy Form. The Voting/

Proxy Form must be deposited with Argosy Property Limited in any way

as indicated on the front of this Voting/Proxy Form, so as to be received by

no later than 2.00pm on 26 July 2020. A proxy need not be a shareholder.

If you direct your proxy how to vote, the person you appoint as your proxy

will be entitled to attend the meeting to represent your interests and must

be present at the meeting for your vote to be counted. If you have directed

your proxy on all resolutions, your proxy will not be issued with voting

papers as your vote will be automatically counted on a poll. Should the

shareholder/s wish to direct the proxy how to vote, the boxes overleaf

should be completed. If you mark the “Proxy Discretion” box for any

resolution (or if no box is marked), you are directing your proxy to vote

as he or she thinks fit in which case, your proxy will be issued with voting

papers and will need to vote on a poll. If you do not name a person as your

proxy or your proxy does not attend the meeting, the Chairman will vote

in accordance with your express directions.

If you wish, you may appoint the Chairman of the meeting or any director

as your proxy. To appoint the Chairman or a director, enter “the Chairman”

or the director’s name in the space allocated in “Step 1” of this form. If you

appoint the Chairman or any director as your proxy, and such person is

not directed how to vote, the Chairman or director will vote in favour of

all resolutions.

SIGNING INSTRUCTIONS

Individual

Where a shareholder is an individual, this Voting/Proxy Form must be

signed by the shareholder or his or her duly authorised attorney.

Companies

Where a shareholder is a company, this Voting/Proxy Form must be signed

by a duly authorised attorney(s) or officer(s).

Trusts

Where a shareholder is a trust, this Voting/Proxy Form should be signed

as above by at least one trustee in accordance with the relevant trust deed

(using the rules for an individual or a company, depending upon whether

the trustee is an individual or a company).

Partnerships

Where a shareholder is a partnership, this Voting/Proxy Form should

be signed as above by at least one partner in accordance with the rules

governing the partnership (using the rules for an individual or a company,

depending upon whether the partner is an individual or a company).

Joint Shareholders

At least one joint shareholder should sign this Voting/Proxy Form

(on behalf of all joint shareholders). In the case of joint shareholders,

if the shareholders appoint different voting proxies, the vote of the proxy

appointed by the first named joint shareholder will be counted. Seniority

shall be determined by the order in which names stand in Argosy Property

Limited’s share register.

Power of Attorney

If this Voting/Proxy Form is completed by an attorney, the power of

attorney or a certified copy must, if not previously produced to Argosy

Property Limited, accompany the Voting/Proxy Form together with

a completed certificate of non-revocation of authority.

Body Corporate

A body corporate shareholder may appoint a representative on its behalf

in the same manner as if it were appointing a proxy in accordance with

the rules governing the body corporate.

VOTING/PROXY FORM


www.investorvote.co.nz

Lodge your proxy online, 24 hours a day, 7 days a week:

Your secure access information

Control Number: CSN/Securityholder Number:

PLEASE NOTE: You will need your CSN/Securityholder Number and post code or country of residence (if outside

New Zealand) to securely access InvestorVote and then follow the prompts to appoint your proxy and submit your

voting instructions.

The annual meeting of Argosy Property Limited will be held on Tuesday 28 July, 2020 at 2.00pm at the Royal New Zealand

Yacht Squadron, 181 Westhaven Drive, Westhaven Marina, Auckland. Shareholders are also able to attend and vote at the

annual meeting online in accordance with the instructions in Argosy Property Limited’s Notice of Meeting. If you propose

not to attend the annual meeting, whether in person or virtually via the online platform, but wish to appoint a proxy, please

complete this form in accordance with the instructions below.

SMARTPHONE?

Scan the QR code

to vote now.

PROXY FORM
STEP 1 APPOINT A PROXY TO VOTE ON YOUR BEHALF

I/We

being a shareholder/shareholders of Argosy Property Limited

hereby appoint:

of

(FULL NAME OF PROXY) (FULL ADDRESS)

or failing him/her of

(FULL NAME OF PROXY) (FULL ADDRESS)

as my/our proxy to vote for me/us at the annual meeting of Argosy Property Limited to be held at the Royal New Zealand Yacht Squadron,

181 Westhaven Drive, Westhaven Marina, Auckland, on Tuesday, 28 July 2020 commencing at 2.00pm and at any adjournment of that meeting.

STEP 2 VOTING INSTRUCTIONS/VOTING PAPER

This form is to be used to vote as follows: Tick () in box to vote


RESOLUTIONS

FORAGAINSTPROXY

DISCRETION

ABSTAIN

1.That Rachel Winder be elected as a Director.

2.That Martin Stearne be elected as a Director.

3.That the Board be authorised to fix the auditor’s fees and expenses.

and to vote on any other resolutions put before the meeting to amend any of the resolutions, or any resolution so amended, and on any other

resolution proposed or procedural matter raised at the meeting (or any adjournment thereof).

If your proxy is not the Chair of the Meeting or any other director of the Company, please ensure that you provide their contact details

(phone and email address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.

Proxy contact details (phone):

and (email):

SIGN SIGNATURE OF SHAREHOLDER(S) This section must be completed.

Shareholder 1 Shareholder 2 Shareholder 3


or Sole Director and Sole Company Secretary or Director or Director/Company Secretary

Contact Name Contact Daytime Telephone Date


Shareholders can still attend the meeting electronically, even if they have appointed a proxy (although they will not be able to vote

if a proxy has been appointed).

Annual meeting of Argosy Property Limited

to be held at the Royal New Zealand Yacht Squadron,

181 Westhaven Drive, Westhaven Marina, Auckland,

on Tuesday, 28 July 2020 commencing at 2.00pm.

ATTENDANCE SLIP

Perf

---

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.

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

>Visit web.lumiagm.com on your desktop or mobile device. Ensure that your browser is compatible—Lumi AGM supports the latest

versions of Chrome, Safari, Internet Explorer, Edge and Firefox; or

>Download Lumi AGM from the App Store or Google Play Stores for free—search for Lumi AGM.

>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 (New Zealand time).

VIRTUAL MEETING GUIDE

GETTING STARTED

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:

>username (CSN or Holder number);

>password (postcode, or country code

for overseas residents)

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’.

USING LUMI AGM

LOGGING IN

NEW ZEALAND RESIDENTS

Username (CSN or Holder number) and

password (postcode).

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

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 (New Zealand time).

MEETING ID

326-334-334

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 Argosy Property Limited; however, you will not be able to ask any questions or vote.

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

VIEWING COMPANY DOCUMENTS
Links to the Notice of Meeting, Virtual

Meeting Guide and Annual Report are

present on the info screen.

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

326-334-334

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 1.30PM NZT on

Tuesday 28 July 2020

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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