Notice of Annual Shareholders Meeting and Proxy Form

METRO PERFORMANCE GLASS



NZX.MPG, ASX.MPP 22 July 2020


2020 Notice of Annual Meeting and Proxy Form

Metro Performance Glass Limited has provided a copy of its 2020 Notice of Annual Shareholders’
Meeting which will be held at Ellerslie Events Centre, Pakuranga Hunt Room, 80 Ascot Avenue,
Auckland on Friday 21 August 2020 commencing at 10:00am (NZST).
The attached Notice of Meeting and Proxy Form are being mailed to shareholders today. An electronic
copy of these documents will also be available on the company’s website:
http://www.metroglass.co.nz/investor-centre/market-announcements/

For further information please contact:
Andrew Paterson
Company Secretary
(+64) 027 403 4323
andrew.paterson@metroglass.co.nz

Authorised for release Metro Performance Glass Board

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BUSINESS AND AGENDA OF THE MEETING
A. CHAIR’S WELCOME AND STRATEGIC OVERVIEW
B. CHIEF EXECUTIVE OFFICER’S REPORT ON FINANCIAL AND BUSINESS PERFORMANCE
C. SHAREHOLDER DISCUSSION
Consideration of any questions submitted prior to the Meeting (to the extent these questions have not
been covered in the Chair or Chief Executive Officer’s addresses) or raised at the Meeting.
D. RESOLUTIONS
The business of the meeting is to consider and, if thought appropriate, pass the following ordinary
resolutions (which require a simple majority of the votes of those shareholders entitled to vote and voting):
1. That the Board be authorised to fix the fees and expenses of PwC as Auditor for the ensuing year.
2. That Graham Stuart be elected as a Director of the Company.
3. That Mark Eglinton be elected as a Director of the Company.
Further information relating to these resolutions is set out in the Explanatory Notes accompanying this
Notice of Meeting. Please read and consider the resolutions together with the notes.
On behalf of the Board
ANDREW PATERSON
COMPANY SECRETARY
22 JULY 2020
DEAR SHAREHOLDER
We invite you to join us for the Annual Meeting of Shareholders (the Meeting) of Metro Performance
Glass Limited
1
(the Company), to be held at:
LOCATION:
Ellerslie Events Centre, Pakuranga Hunt Room, 80 Ascot Avenue, Remuera, Auckland
DATE AND TIME:
Friday 21 August 2020 at 10:00am (NZST)
1 Metro Performance Glass Limited ARBN 600 486 646 and NZCN 5267882, a company incorporated in New Zealand under the Companies Act 1993 (NZ).
NOTICE OF 2020
ANNUAL MEETING

ASCOT
STAND
ELLERSLIE
STAND
STABLES
EVENT CENTRE
GUEST PARKING
PEDESTRIAN
UNDERPASS
MITCHELSON ST
PARADE
RING
ADMIN
OFFICE
GATE 7
(CLOSED)
GATE 6
(MAIN ENTRANCE)
GATE 3
FINISH
LINE
CHAMPAGNE LAWN
BIRDCAGE
NEWMARKET LAWN
RACE TRACK
GATE 5
(PEDESTRIAN
ONLY)
LOCATION AND PARKING
The Meeting will be held in the Pakuranga Hunt Room at Ellerslie Events Centre, 80 Ascot Avenue,
Auckland. The Pakuranga Hunt Room is located on level two of the Ellerslie Stand. Public parking is
available free of charge at the location shown in yellow on the map below.
RESOLUTIONS
Resolutions 1, 2 and 3 are to be considered as separate ordinary
resolutions. To be passed, those resolutions require the approval
of a simple majority of the votes of those shareholders entitled
to vote and voting.
RESOLUTION 1: AUDITOR FEES AND EXPENSES
PwC are currently the Company’s auditors and will be automatically
reappointed under the Companies Act 1993. Under the Companies
Act, auditor fees and expenses must be fixed in the manner
determined at the Meeting. Shareholder approval is, therefore,
sought to authorise the Board to fix the fees and expenses of
PwC as auditor.
RESOLUTIONS 2 AND 3: ELECTION OF DIRECTORS
Pursuant to Listing Rule 2.7.1, 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.
However, a Director appointed by the Board must not hold office
(without re-election) past the next annual meeting following the
Director’s appointment.
Graham Stuart and Mark Eglinton were each appointed by the
Board subsequent to the Company’s 2019 Annual Shareholders’
Meeting, and accordingly each seek to be elected at this Meeting.
In the Board’s opinion, both Graham Stuart and Mark Eglinton
are Independent Directors of the Company as defined in the
NZX Listing Rules. The Board unanimously supports the election
of both directors.
Additional information on
getting to the venue and
parking is available at the
website links below:
GETTING TO THE VENUE:
www.eventcentre.ellerslie.
co.nz/getting-to-ellerslie-
event-centre
FREE ON-SITE PARKING:
www.eventcentre.ellerslie.
co.nz/parking
Pakuranga Hunt Room,
Level Two, Ellerslie Stand
EXPLANATORY NOTES

GRAHAM STUART
INDEPENDENT, NON-
EXECUTIVE DIRECTOR
MEMBER OF THE AUDIT
AND RISK COMMITTEE
Appointed: 1 December 2019
Graham has over 30 years’
experience in senior executive
and governance roles in
New Zealand and internationally.
He was previously the CEO of
Sealord Group from 2007 to
2014 and prior to that was CFO
and Director of Strategy with
the Fonterra Co-operative
Group from 2001 to 2007.
Graham is the chair of EROAD
Limited, an independent
director and chair of the audit
committee of Tower Limited,
independent director and chair
of the audit and risk committee
of North West Healthcare
Property Management Limited.
Graham is a Fellow of Chartered
Accountants Australia &
New Zealand. Graham has
a Master of Science from
Massachusetts Institute of
Technology and a Bachelor
of Commerce from the
University of Otago.
MARK EGLINTON
INDEPENDENT, NON-
EXECUTIVE DIRECTOR
MEMBER OF THE PEOPLE
AND CULTURE COMMITTEE
Appointed: 1 April 2020
Mark is currently the Group
Chief Executive Officer and
a director of NDA Group,
a leading international
engineering and fabrication
business, and Chair of
Blueberry Country Limited.
Prior to this, he was the Chief
Executive Officer of Tenon
Limited (NZX listed at that
time) from 2005 to 2009 and
held several senior positions
with Fletcher Building, including
the role of Managing Director
of Fletcher Aluminium & Plyco
Doors from 1999 to 2001.
Mark has a Bachelor of
Commerce and a Bachelor
of Laws from the University
of Otago.
HOW TO CAST YOUR VOTE
The 2020 Annual Meeting Admission Card, Proxy or Postal Voting
Form (the Voting Form) included with this Notice of Meeting
allows you, or your proxy, to vote either for or against, or abstain
from, each of the resolutions. You may cast your vote in one of
two ways:
1. Attend the annual meeting in person and vote; or
2. Proxy appointment or Postal vote.
You can complete the enclosed Voting Form and return it in
accordance with the instruction on the Voting Form, so that in
each case, your vote is received by Link Market Services Limited
no later than 10am (NZST) on Wednesday 19 August 2020.
Shareholders can elect to lodge their proxy appointment or
postal vote online at vote.linkmarketservices.com/MPG.
Shareholders can either visit the website or use the QR code
printed on the Voting Form. To vote online you will be required
to enter your CSN/Holder Number FIN (New Zealand Register)
or Holder Number and Postcode (Australian Register). To cast
a postal vote or appoint a proxy, select your preferred voting
method and follow the prompts online.
You may appoint the Chair of the Meeting as your proxy if you
wish. If you select a proxy to vote on your behalf (including the
Chair of the Meeting) and you confer on the proxy a discretion
on the Voting Form, you acknowledge that the proxy may exercise
your right to vote at his or her discretion and may vote as he or
she thinks fit or abstain from voting.
SHAREHOLDER QUESTIONS
Shareholders may submit written questions to be considered at
the Meeting. Written questions can be submitted online at vote.
linkmarketservices.com/MPG or by using the Voting Form. The
Company reserves the right not to address any questions that
it is not required to address or, in the Board’s opinion are not
reasonable to address in the context of an annual meeting.
WEBCAST
If you are unable to attend the meeting and would like to follow
proceedings, you can view the Annual Meeting live by webcast at
the link below. A full replay of the webcast will be available via the
same link and can be accessed online at NZX’s Investor Centre:
https://www.metroglass.co.nz/investor-centre/.
PLEASE NOTE: shareholders following proceedings by webcast can
vote before the Meeting either by postal or proxy vote (online or
by post).
ANNUAL REPORT
The Company’s Annual Report for the year ended 31 March 2020
(and previous periods) is available at https://www.metroglass.co.nz/
investor-centre/annual-interim-reports/.
REFRESHMENTS
After the formal part of the Meeting has concluded, the Company
invites you to join members of the Board and Management for
light refreshments.
PROCEDURAL NOTES
Voting entitlements for the Meeting will be determined as
at 5pm (NZST) on Wednesday 19 August 2020. Registered
shareholders at that time will be the only persons entitled to
vote at the Meeting and only the shares registered in those
shareholders’ names at that time may be voted at the Meeting.
Each resolution will be voted on by way of a poll, in accordance
with NZX Listing Rule 6.1.1. Results of the voting will be available
after the conclusion of the Meeting and will be notified on the
New Zealand and Australian stock exchanges.

METROGLASS.CO.NZ

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PROXY FORM/ADMISSION CARD FOR
METRO PERFORMANCE GLASS LIMITED
2020 ANNUAL MEETING
The Annual Shareholders’ Meeting of Metro Performance Glass Limited
(the Company) will be held at Ellerslie Events Centre, Pakuranga Hunt
Room, 80 Ascot Avenue, Remuera, Auckland on Friday 21 August 2020,
commencing at 10:00am (NZST).
If you propose to attend the Annual Shareholders’ Meeting, please
bring this form to assist with your registration. If you propose NOT to
attend the Annual Shareholders’ Meeting, but wish to vote by postal
vote or appoint a proxy, please complete and return this form to Link
Market Services no later than 10:00am on Wednesday 19 August 2020.
Alternatively, proxy appointment or postal voting can be completed
online by going to vote.linkmarketservices.com/MPG or by scanning the
QR code above with your smartphone. Any proxy form or postal vote
received after 10:00am Wednesday 19 August 2020 will not be valid
for the Annual Shareholders’ Meeting.
POSTAL VOTE
As a shareholder entitled to vote at the Annual Shareholders’ Meeting,
you are entitled to vote by postal vote. You can cast your postal vote
online or by one of the other methods listed 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, but your proxy may
still attend the meeting on your behalf. If this form is returned duly
signed by a shareholder with voting instructions completed but
without indicating that it is a postal vote or proxy has been appointed,
it will be deemed to be a postal vote.
APPOINTMENT OF PROXY
Any shareholder of Metro Performance Glass Limited entitled to
attend and vote at the Annual Shareholders’ Meeting may appoint
a proxy to attend and vote in the place of that shareholder. A proxy
need not be a shareholder of Metro Performance Glass. The Chair
of the meeting is willing to act as proxy. If you appoint the Chair of
the meeting as proxy, but do not direct the Chair how to vote on
a resolution, then the Chair of the meeting will vote your shares
in favour of that resolution. To appoint the Chair as your proxy,
please write “Chair of the Meeting” in the space marked “Full Name”
on the Postal Vote/Proxy Form.
Voting of your holding
If you appoint a proxy you must either direct the proxy how to vote
by ticking the “For”, “Against” or “Abstain” box in respect of each
resolution OR by ticking the “Proxy Discretion” box in respect of each
resolution. A shareholder can direct the proxy holder in respect of one
or more resolutions and give the proxy holder discretion in respect of
other resolutions. If you tick the “Proxy Discretion” box for a particular
resolution, or if you do not tick any box for a particular resolution, then
the proxy may vote as he/she thinks fit or abstain from voting.
ATTENDING THE MEETING
If you propose to attend the Annual Shareholders’ Meeting please
bring this Proxy Form intact to the meeting, the barcode is required
for registration at the meeting.
SIGNING INSTRUCTIONS FOR PROXY FORMS
Individual
Where the holding is in one name, the shareholder must sign this
Proxy Form.
Joint Holding
If you are joint holders of shares, either joint shareholder (or their
duly authorised attorney) may 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 Link Market
Services Limited) and a signed certificate of non-revocation of the
power of attorney must be returned to Link Market Services Limited.
Corporate Shareholder
If the shareholder is a company, this proxy form must be signed on
behalf of the company by a duly authorised person acting under the
company’s express or implied authority.
Go online to vote.linkmarketservices.com/MPG to vote or
turn over to complete the Postal Vote/Proxy Form
LODGE YOUR PROXY
Online:
vote.linkmarketservices.com/MPG
Scan & email:
meetings@linkmarketservices.co.nz
Fax: +64 9 375 5990
Deliver:
Link Market Services
Level 11, Deloitte Centre,
80 Queen Street,
Auckland 1010
Mail:
Use the enclosed reply paid
envelope or address to:
Link Market Services Limited
PO Box 91976
Auckland 1142
Scan this QR code with your
smartphone and vote online
General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com

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 resolution section below.
APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We named above, being a shareholder of Metro Performance Glass Limited:
hereby appointof
(Full name)(Full address)
orof
(Full name)(Full address)
as my/our proxy to vote for my/our behalf at the Annual Meeting of Shareholders of Metro Performance Glass Limited to be held at
Ellerslie Events Centre, Pakuranga Hunt Room, 80 Ascot Avenue, Remuera, Auckland on Friday 21 August 2020, commencing at 10:00am.
STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS
Please note: For each resolution you must tick one box. If you mark the abstain box for an item, you are directing your proxy not to vote on
your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority for that item. Proxy
discretion is not applicable when voting by postal vote.
RESOLUTIONS
To consider and, if thought fit pass, the following resolutions: Please indicate with a ✔
ORDINARY RESOLUTIONS:FORAGAINSTABSTAINPROXY
DISCRETION
1. That the Board be authorised to fix the fees and expenses of PwC
as Auditor for the ensuing year.
2. That Graham Stuart be elected as a Director of the Company.
3. That Mark Eglinton be elected as a Director of the Company.
STEP 3: SHAREHOLDER QUESTIONS
Shareholders present at the Annual Shareholders’ Meeting will have the opportunity to ask questions during the meeting. If you cannot
attend but would like to ask a question, you can submit a question online by going to vote.linkmarketservices.com/MPG and completing the
online validation process or complete the question section below and return to Link Market Services. Questions will need to be submitted by
10:00am on Wednesday 19 August 2020. The Board will address and answer questions during the meeting.
Question:
STEP 4: SIGN: SIGNATURE OF SECURITY HOLDER(S) THIS SECTION MUST BE COMPLETED
SECURITY HOLDER 1SECURITY HOLDER 2SECURITY HOLDER 3
or duly authorised officer or attorneyor duly authorised officer or attorneyor duly authorised officer or attorney
Contact Name Contact Daytime Telephone Date
Electronic Investor Communications: If you received the Notice of Meeting and Proxy Form by mail
and wish to receive your future investor communications by email please provide your email address below.
POSTAL VOTE / PROXY FORM