Rakon Notice of 2020 Annual Meeting of Shareholders

RAKON LIMITED
Notice of Annual Meeting of Shareholders
Notice is hereby given that the Annual Meeting of Rakon Limited (Rakon) will be
held on Friday 7 August 2020, commencing at 2.00pm in Guineas 1 Room, at
Ellerslie Event Centre, 80 Ascot Avenue, Remuera, Auckland, New Zealand
Order of Business
A. Chair’s Welcome and Address
B. Chief Executive’s Review
C. Shareholders’ Questions
D. Ordinary Resolutions
To consider and, if thought fit, to pass the following ordinary resolutions:
1. That Lorraine Mary Witten, who retires by rotation and is eligible for re-election, be elected
as a director of Rakon.
2. That Keith William Oliver, who retires by rotation and is eligible for re-election, be elected
as a director of Rakon.
3. That Yin Tang Tseng, who retires by rotation and is eligible for re-election, be elected as a
director of Rakon.
4. That the directors are authorised to fix the remuneration of Rakon’s auditor,
PricewaterhouseCoopers, for the following year.
Please read the Explanatory Notes in relation to Resolutions 1 to 4 and the Procedural Notes that
accompany this Notice of Meeting.
E. General Business
To consider such other business as may be lawfully raised at the meeting.

By Order of the Board
Maureen Shaddick
Company Secretary
10 July 2020

Explanatory Notes
Resolutions 1, 2 and 3: Re-election of directors Lorraine Mary Witten (Lorraine Witten), Keith
William Oliver (Keith Oliver) and Yin Tang Tseng (Tony Tseng).
Ÿ NZX Listing Rule 2.7.1 provides that a director must not hold office (without re-election)
past the third annual meeting following the director’s appointment or three years, whichever
is longer.
Ÿ Lorraine Witten, Keith Oliver and Tony Tseng were all last elected at the Annual Meeting of
Shareholders held on 17 August 2017.
Ÿ Lorraine Witten, Keith Oliver and Tony Tseng all retire by rotation and being eligible for
re-election now offer themselves for election as directors of Rakon.
Ÿ The Board has determined that Lorraine Witten and Keith Oliver are independent for
the purposes of the NZX Listing Rules.
Ÿ The Board has determined that Tony Tseng is not independent due to his relationship with
Siward Crystal Technology Co., Ltd, which holds approximately 16.6% of Rakon’s shares.
Ÿ Lorraine Witten, Keith Oliver and Tony Tseng are currently non-executive directors of Rakon
and will be non-executive directors of Rakon if re-elected.
Ÿ The Board recommends that you vote in favour of the re-election of Lorraine Witten,
Keith Oliver and Tony Tseng as directors of Rakon.
Resolution 1: Lorraine Witten is an experienced executive manager, entrepreneur and director.
She has extensive experience in technology and Information Communications
Technology sectors in senior management and finance roles.
Lorraine has held governance roles for more than 20 years and is a fellow of the
Institute of Directors. She is currently the Chair of the Corrections Department Audit and
Risk Committee and a director of Horizon Energy Group and TIL Logistics Limited.
She is also Chair of Simply Security Limited, a company she founded in 2007 and
vWork Limited.
Lorraine is the current Chair of the Rakon Board’s Audit and Risk Committee.
The Board believes Lorraine Witten’s business and finance skills and her experience
and knowledge of the communications industry are of great value to the Board’s role
in governing and developing the strategic direction of Rakon.
Resolution 2: Keith Oliver is a professional director and business adviser. Keith has a strong
investment and commercial background and is an adviser with ALTO Capital where he
is also a director.
He has been a founder and a director of a range of New Zealand technology
companies operating in international markets in Asia, Europe and the Americas.
Keith is currently the Executive Chair of Blackhawk Tracking Systems Limited and a
director of Wellington Drive Technologies Limited.
Keith is the current Chair of the Rakon Board’s People Committee.

The Board believes Keith Oliver’s technology focused and international business
experience and advisory skills are a significant attribute for the Board’s role in
governing and developing the strategic direction of Rakon.
Resolution 3: Yin Tang (Tony) Tseng is an experienced director and chair of businesses. Tony has
more than 30 years’ experience in the frequency control product industry. Tony Tseng
is the Chair of Siward Crystal Technology Co., Limited a company he founded in 1988.
Siward has grown to become one of the leaders in the industry globally.
Tony is based in Taiwan and is actively involved in the decision-making and activities of
the Board of Rakon with the support of Roger Yao as an observer and translator.
The Board believes Tony has extensive technical, industry and business knowledge and
experience which is very relevant and important to the Board’s role in governing and
developing the strategic direction of Rakon.
Further information about each of Lorraine Witten, Keith Oliver and Tony Tseng, including photographs,
may be found on the Rakon website at www.rakon.com/investor and in Rakon’s 2020 Annual Report and
2020 Review, both of which are available on the company’s website and are available in hardcopy by
request to the company or the company’s share registrar Computershare.
Resolution 4: Fixing remuneration of Auditor
Ÿ PricewaterhouseCoopers (PwC) is automatically reappointed auditor for Rakon at the Annual
Meeting pursuant to section 207T of the Companies Act 1993, unless the auditor gives notice
that it does not wish to be reappointed. PwC has not given such notice.
Ÿ The resolution is proposed to authorise the directors of Rakon to fix the auditor’s fees and
expenses for the following year pursuant to section 207S of the Companies Act 1993.
Ÿ The Board unanimously recommends that you vote in favour of Resolution 4.

Procedural Notes
Voting
Ÿ Voting on all resolutions will be by way of poll, meaning that each Rakon shareholder has one
vote for each ordinary share held in Rakon by that shareholder.
Ÿ Voting entitlements will be determined at the close of trading on 5 August 2020. Registered
shareholders at that time will be the only persons entitled to vote in person or by proxy at the
Annual Meeting and only the shares registered in those shareholders’ names at that time may
be voted at that meeting.
Ÿ Resolutions 1, 2, 3 and 4 are ordinary resolutions and, in particular, each resolution to elect a
director is a separate ordinary resolution. To pass, each of Resolutions 1, 2, 3 and 4 requires
a simple majority of the votes of those shareholders who are entitled to vote and voting on the
resolutions in person or by proxy.
Proxies and Corporate Representatives
Ÿ A shareholder may attend the Annual Meeting and vote or may appoint a proxy (who need not
be a shareholder), or in the case of a corporate shareholder an authorised officer or
representative, to attend the meeting and vote in place of the shareholder. A Proxy/Voting
Form is enclosed with this Notice of Meeting.
Ÿ If you return a Proxy/Voting Form without directing the proxy how to vote on any particular
matter, the proxy may vote as they think fit, or abstain from voting, provided the proxy is
eligible to vote on that matter.
Ÿ As indicated in the enclosed Proxy/Voting Form, the Chair of the Annual Meeting and other
directors of Rakon are willing to act as a proxy for any shareholders who wish to appoint them
for that purpose.
Ÿ If, in appointing a proxy, a shareholder completes the Proxy/Voting Form in full but does not
name a person as their proxy, or a shareholder’s named proxy does not attend the meeting, a
named person or office (e.g. Board Chair) will act as that shareholder’s proxy and only vote in
accordance with their express directions. In this situation the proxy would not vote, if
expressly granted a discretion, on a resolution which is subject to a voting restriction which
applies to the proxy under NZX Listing Rules.
Ÿ A shareholder wishing to appoint a proxy should complete the enclosed Proxy/Voting Form
and return the form to Rakon’s share registrar, Computershare Investor Services Limited, so
as to be received no later than 2.00pm on Wednesday 5 August 2020:
Ÿ online at www.investorvote.co.nz,
Ÿ by mail to Private Bag 92119, Auckland Mail Centre, Auckland 1142, New Zealand, or
Ÿ by fax to +64 9 488 8787.
Quorum
Ÿ No business may be transacted at the Annual Meeting if a quorum is not present. A quorum
will be present if five shareholders in person or their proxies or representatives are present.
Ÿ If you are attending the Annual Meeting in person, please bring the enclosed Proxy/Voting
Form to the meeting to assist with your registration.

Live Audio Stream
Ÿ If you are unable to attend the meeting and would like to follow proceedings, register for a live
audio stream of the meeting with presentation slides at this link:
https://us02web.zoom.us/webinar/register/WN_jDU2VkodRDS_Bg5j5RsvVQ
Health and Safety
Ÿ For the health and safety of everyone, we ask that if you have a cough, a high temperature of
38 degrees or more, shortness of breath, sore throat, sneezing and runny nose or temporary
loss of smell that you stay at home.
Questions
• Shareholders entitled to vote and attend the Annual Meeting may email questions before the
day of the Annual Meeting to Rakon’s Company Secretary, Maureen Shaddick at
maureen.shaddick@rakon.com. Note: Rakon may aggregate questions on a similar theme
and reserves the right not to address questions that, in the Chair of the Annual Meeting’s
opinion, are not reasonable in the context of an annual meeting of shareholders.
Directions for Ellerslie Event Centre
Ÿ Access to the Guineas 1 Room at Ellerslie Event Centre will be available from 1.30 pm
on 7 August 2020.
https://www.eventcentre.co.nz/getting-to-ellerslie-event-centre

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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 and direct your proxy.
Proxy/Voting Form
Signing Instructions for Proxy/Voting Forms
Individual
Where the holding is in one name, the named shareholder must sign this
Proxy Form.
Joint Holding
If you are joint holders of shares, each of you must sign this Proxy Form.
Power of Attorney
If this Proxy Form has been signed under a power of attorney, a copy of the
power of attorney (unless already deposited with Rakon or Computershare) and a
signed certificate of non-revocation of the power of attorney must be produced to
Rakon or Computershare with this Proxy Form.
Companies
Where a shareholder is a company or corporate shareholder this Proxy Form
must be signed by a duly authorised officer or attorney. Please sign in the
appropriate place and indicate the office held.
Trusts and Partnerships
Where a shareholder is a trust or a partnership this Proxy Form should be
signed by at least one trustee or partner (as relevant) in accordance with the
rules governing the trust or partnership.
Rakon Limited
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
By Fax
+64 9 488 8787
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
www.investorvote.co.nz
Scan the QR code to vote now.
Smartphone?
For your proxy to be effective it must be received by 2.00pm Wednesday 05 August 2020
How to Vote on Items of Business
All your shares will be voted in accordance with your directions.
Appointment of Proxy
A shareholder who is entitled to attend and vote at the Annual Meeting may appoint
a proxy to attend and vote instead of that shareholder. The Chair of the Annual
Meeting, or any other director, is willing to act as proxy for any shareholders who
wish to appoint him or her for that purpose. If you have already signed a Proxy
Form appointing another proxy and now wish to appoint someone else as your
proxy, the appointment set out in this Proxy Form will be effective and revoke
the earlier form, so long as this form is signed and dated on a later date than the
first form.
Voting of your holding
A shareholder may vote for or against any resolution, or choose to abstain from
voting on any resolution, at the Annual Meeting. If you return this Proxy Form
without directing the proxy how to vote on any particular resolution, the proxy may
vote as he or she thinks fit, or abstain from voting on any resolution, provided the
proxy is eligible to vote on that matter.
If you appoint a proxy and complete the Proxy Form in full but do not name a
person as your proxy, or your named proxy does not attend the meeting, the Chair
of the Annual Meeting will act as your proxy in accordance with your directions
set out in the Proxy Form.
Attending the Meeting
Bring this form to assist registration. If a representative of a corporate
shareholder or proxy is to attend the Annual Meeting they will need to provide the
appropriate evidence of your authorisation to act prior to admission.
Turn over to complete the form to vote
The 2020 Annual Meeting of Shareholders of Rakon Limited (Rakon) will be held on Friday 07 August 2020, at 2.00pm in Guineas 1 Room, Ellerslie
Event Centre, 80 Ascot Avenue, Remuera, Auckland, New Zealand.

Appoint a Proxy to Vote on Your Behalf
hereby appointof
I/We being a shareholder/shareholders of Rakon Limited
as my/our proxy to exercise my/our vote in accordance with the following directions at the Annual Meeting of Shareholders of Rakon Limited to be held in the
Guineas 1 Room, Ellerslie Event Centre, 80 Ascot Avenue, Remuera, Auckland, New Zealand on Friday 07 August 2020, at 2.00pm and at any adjournment of
that meeting.
Proxy/Voting Form
or failing him/herof
STEP 1
ATTENDANCE SLIP
Annual Meeting of Shareholders of Rakon Limited to be held in
the Guineas 1 Room, Ellerslie Event Centre, 80 Ascot Avenue,
Remuera, Auckland, New Zealand on Friday 07 August 2020,
at 2.00pm.
Items of Business – Voting Instructions/Ballot Paper (for Poll)
Please note: If the shares are held jointly, the voting instructions given in this section are given on behalf of each joint holder.
Ordinary Resolutions
1.
That Lorraine Mary Witten be re-elected as a director of Rakon Limited.
2.
That Keith William Oliver be re-elected as a director of Rakon Limited.
3.
That Yin Tang Tseng be re-elected as a director of Rakon Limited.
4.
That the directors are authorised to fix the remuneration of Rakon Limited’s auditor for the following year.
ForAgainstAbstain
Proxy
Discretion
STEP 2
Signature of Shareholder(s) This section must be completed.
or authorised officer or attorneyor authorised officer or attorneyor authorised officer or attorney
Shareholder 1Shareholder 2Shareholder 3
Contact Name Contact Daytime Telephone Date
SIGN
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