Notice of Annual Meeting, Proxy and Voting Paper

notice of
annual
meeting

EXPLANATORY NOTES
1. Re-election of Directors (Resolutions 1 and 2)
NZX Listing Rule 2.7.1 requires that:
• a Director of the Company must not hold office (without re-election) past the third annual meeting following their
appointment, or 3 years, whichever is longer; and
• a Director of the Company appointed by the Board must not hold office (without re-election) past the annual meeting
following the Director’s appointment.
Cathy Quinn is retiring by rotation and, being eligible, offers herself for re-election. The Board has determined that Cathy
is an Independent Director as defined in the NZX Listing Rules.
Bio - Independent Director appointed September 2017. Cathy Chairs the Sustainability & Risk Committee (appointed May 2019) and
serves on the Audit Committee, Marketing & Customer Experience Committee and Market Disclosure Committee. Cathy is a former
senior corporate partner at MinterEllisonRuddWatts. She served as the firm’s Chair for eight years and was also a member of the
Australasian MinterEllison Legal Group Executive Board for the period she Chaired the firm. Cathy is a Director of Fletcher Building
Limited, Rangatira Limited and Chairs Fertility Associates. Cathy is a member of the NZ Treasury Board, Chairs its Audit & Risk
Committee and is a member of the Auckland University Council. Cathy is a former member of the NZ Securities Commission and
Capital Markets Development Taskforce. Cathy was made an Officer of the NZ Order of Merit in 2016 for services to law and women.
A. Chair’s address
B. Chief Executive’s review
C. Ordinary business and resolutions
To consider and, if thought fit, to pass the following
ordinary resolutions:
Resolution 1 — Re-election of Cathy Quinn
That Catherine Agnes Quinn, who retires by rotation
and is eligible for re-election, be re-elected as a Director
of the Company.
Resolution 2 — Re-election of Gráinne Troute
That Gráinne Patricia Troute, who retires by rotation
and is eligible for re-election, be re-elected as a Director
of the Company.
Notice is given that the 2020 Annual Meeting of shareholders
of Tourism Holdings Limited (Company) will be held by way of a
virtual meeting at 2pm on Friday, 30 October 2020.
For reasons associated with the COVID-19 pandemic, we will be holding the meeting online only. We apologise for
this, but due to the changing nature of Alert level restrictions and potential risks to the health of meeting attendees
we believe this is in everyone’s best interests.
Shareholders will be able to attend and participate in the 2020 Annual Meeting via the Link Market Services
Annual Meetings Platform at www.virtualmeeting.co.nz/thl20 in a Virtual Annual Meeting. By signing up for
the Virtual Annual Meeting, you will be able to watch the Annual Meeting, vote and ask questions by logging on
using your computer from anywhere a broadband connection is available. Further information, including how to
register for the Virtual Annual Meeting, can be found in the Procedural Matters section at the back of this Notice
of Annual Meeting.
AGENDA
Resolution 3 — Auditors
That the Directors are authorised to fix the remuneration
of the auditors for the ensuing year.
D. Other business
To consider such other business as may be properly submitted
to the meeting.
By order of the Board

Rob Campbell
Chairman
25 September 2020

Gráinne Troute is retiring by rotation and, being eligible, offers herself for re-election. The Board has determined that Gráinne
is an Independent Director as defined in the NZX Listing Rules.
Bio - Independent Director appointed in February 2015. Gráinne Chairs the Remuneration & Nomination Committee (appointed
February 2015) and serves on the Audit Committee, Sustainability & Risk Committee and Marketing & Customer Experience
Committee. Gráinne is a Chartered Member of the Institute of Directors and is also a Director of Summerset Group Holdings
Limited and Investore Property, and is Chair of Tourism Industry Aotearoa. Gráinne is a professional Director with many years’
experience in senior executive roles. Gráinne was General Manager, Corporate Services at SKYCITY Entertainment Group and
Managing Director of McDonald’s Restaurants (NZ). Gráinne also held senior management roles with Coopers and Lybrand
(now PwC) and HR Consultancy Right Management. She has also spent many years as a trustee and Chair in the not-for-profit
sector, including having been the Chair of Ronald McDonald House Charities New Zealand for five years.
2. Auditors’ remuneration (Resolution 3)
PricewaterhouseCoopers is automatically re-appointed as auditor under section 207T of the Companies Act 1993.
The proposed resolution authorises the Board of Directors to fix the remuneration of the Auditor.
PROCEDURAL MATTERS
Ordinary resolution
Each of Resolutions 1, 2 and 3 must be passed as ordinary resolutions of the Company.
Pursuant to Part A of the NZX Listing Rules, an ordinary resolution means a resolution passed by a simple majority of votes of
financial product holders of the Company entitled to vote and voting.
Virtual annual meeting
Shareholders will be able to attend exclusively via an online platform provided by our share registrar, Link Market Services at
www.virtualmeeting.co.nz/thl20. Via the online platform, shareholders will be able to vote and ask questions during the Annual
Meeting. More information regarding virtual attendance at the Annual Meeting (including how to vote and ask questions virtually
during the Meeting) is available in the Virtual Annual Meeting Online Portal Guide available at www.linkissuers.co.nz/virtualmeetings.
Shareholders entitled to attend and vote
Pursuant to section 125 of the Companies Act 1993, the Board has determined that for the purposes of voting at the Annual
Meeting, only those registered shareholders of the Company as at 5.30pm on Friday 23 October 2020, being a day not more than
20 working days before the meeting, shall be entitled to exercise the right to vote at the meeting.
Proxy
A shareholder who is entitled to attend and vote at the meeting may appoint a proxy to attend and vote instead of that
shareholder. A company which is a shareholder may appoint a representative to attend the meeting on its behalf in the same
manner as it could appoint a proxy.
If you wish to appoint a proxy you should complete the enclosed proxy form. Alternatively, you can lodge your proxy appointment
online by following the instructions set out in the enclosed proxy form. A proxy need not be a holder of shares.
The Chairman of the meeting, Rob Campbell, is willing to act as proxy for any shareholder who may wish to appoint him for that
purpose. Where a direction is not given to the Chairman as to how to cast the vote on any Resolution, then the Chairman intends
to vote in favour of the Resolution.
No proxy shall be entitled to vote at the meeting unless a proxy form is received by the Company’s Share Registrar, Link Market
Services, either by post to PO Box 91976, Victoria Street West, Auckland 1142, by email to meetings@linkmarketservices.com, or
by fax to 09 375 5990, so as to be received no later than 48 hours before the time set for the meeting. Alternatively, if you elect to
appoint your proxy online, this must be completed by 2pm on Wednesday, 28 October 2020 (no later than 48 hours before the
time set for the meeting).
Postal & Online voting
A shareholder who is entitled to attend and vote at the meeting may cast a postal vote, instead of attending in person or
appointing a proxy to attend. You do not need to appoint a proxy if you cast a postal vote.
If you wish to cast your postal vote, you should complete the enclosed voting paper. Alternatively, you can cast your postal vote
online by following the instructions set out in the enclosed voting paper.
Link Market Services Limited has been authorised by the Board to receive and count postal votes at the meeting.
No postal vote will be counted at the meeting unless a voting paper is received by the Company’s Share Registrar, Link Market
Services, either by post to PO Box 91976, Victoria Street West, Auckland 1142, by email to meetings@linkmarketservices.com, or by
fax to 09 375 5990, no later than 2pm on Wednesday, 28 October 2020 (48 hours before the time set for the meeting). Alternatively,
if you elect to cast your postal vote online, this must be completed no later than 48 hours before the time set for the meeting.

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LODGE YOUR PROXY
Online:
https://investorcentre.linkmarketservices.co.nz/voting/THL
Scan & email:
meetings@linkmarketservices.com Mail:
Fax: +64 9 375 5990 Use the enclosed reply paid
Deliver: envelope or address to :
Link Market Services Link Market Services Limited
Level 11, Deloitte Centre, PO Box 91976
80 Queen Street, Auckland 1010 Auckland 1142
Scan this QR code with your smartphone and vote online

General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com

PROXY FORM/VOTING PAPER/ADMISSION CARD FOR TOURISM HOLDINGS LIMITED’S 2020 ANNUAL MEETING
The Annual Meeting of Shareholders of Tourism Holdings Limited (Company) will be held online at www.virtualmeeting.co.nz/thl20 on
Friday, 30 October 2020 at 2:00pm.
For reasons associated with the COVID-19 pandemic, we will be holding the meeting online only. We apologise for this, but due to the
changing nature of Alert level restrictions and potential risks to the health of meeting attendees we believe this is in everyone’s best
interests. Shareholders are able to attend the Annual Meeting online via the Link Market Services Virtual Annual Meeting platform at
www.virtualmeeting.co.nz/thl20. If you will be attending online, you will require your Holder Number for verification purposes.
If you will not attend the Meeting but wish to be represented by proxy or cast a postal vote, please complete and return this form (in
accordance with the lodgement instructions above) to thl’s share registry, Link Market Services, by no later than 2:00pm, Wednesday, 28
October 2020.
You can also appoint your proxy or cast your postal vote on the resolutions on the reverse of this form online by going to
https://investorcentre.linkmarketservices.co.nz/voting/THL or by scanning the QR code above with your smartphone.

Appointment of proxy
A shareholder who is entitled to attend and vote at the meeting may appoint a proxy to attend and vote instead of that shareholder. A
corporation which is a shareholder may appoint a representative to attend the meeting on its behalf in the same manner as it could appoint
a proxy. A proxy need not be a holder of shares.
Voting of your holding
Direct your proxy how to vote by making the appropriate election, either online or on this Proxy Form, in respect of each item of business
(resolutions 1 to 3). If you return this form without directing the proxy how to vote on any particular matter, the proxy may vote as he/she
thinks fit or abstain from voting.
Appointing the Chairman of the Meeting as your Proxy
The Chairman of the Meeting is willing to act as proxy for any shareholder who may wish to appoint him for that purpose. Where a
direction is not given to the Chairman as to how to cast the vote on any Resolution, then the Chairman intends to vote in favour of the
Resolution.
Postal Voting
A shareholder who is entitled to attend and vote at the meeting may cast a postal vote, instead of attending in person or appointing a proxy
to attend. You do not need to appoint a proxy if you cast a postal vote. If you wish to cast your postal vote, you should complete the voting
paper overleaf. Alternatively, you can cast your postal vote online by following the instructions set out above. Link Market Services Limited
has been authorised by the Board to receive and count postal votes at the meeting.
Attending the meeting
The 2020 Annual Meeting will be held online only and shareholders can attend at www.virtualmeeting.co.nz/thl20. If you will be attending
online, you will require your Holder Number for verification purposes. A body corporate shareholder may appoint a representative to attend
the meeting on its behalf.
Signing instructions for proxy forms
Individual
Where the holding is in one name, the shareholder must sign the Proxy Form.
Joint Holding
At least one joint security holder should sign this form (on behalf of all joint security holders). If different joint security holders purport to
appoint different proxies, the vote of the proxy appointed by the first named joint security holder will prevail. If the shareholder is a
company, this Proxy Form must be signed on behalf of the company by a person acting under the company’s express or implied authority.
Power of Attorney
If this Proxy Form has been signed under a power of attorney (“POA”), a copy of the POA (unless already noted by the company or its
registry) and a signed certificate of non-revocation of the POA must be produced to the company with this form.
Corporate Shareholder
Any corporation that is a shareholder of the Company 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.

PROXY/POSTAL VOTING FORM
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
I/We being a shareholder/s of Tourism Holdings Limited hereby appoint:

____________________________________________________ of ______________________________________________________________
(Full Name) (Email Address)
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of the Company to be held on Friday 30 October 2020 at 2:00pm and at
any adjournment of that meeting. The “Chairperson of the Meeting” is willing to act as proxy for any shareholder who wishes to appoint him for that
purpose. If you wish to appoint the Chairperson, please insert “The Chairperson of the Meeting” above.
RESOLUTIONS
Cast a Postal Vote, or instruct a proxy to vote, by placing a tick in the relevant box. Please note: For each resolution you must tick one
box.

ORDINARY BUSINESS
To consider and, if thought fit, pass the following ordinary resolutions:

Tick () in box to vote

For Against Abstain Discretion
1. That Catherine Agnes Quinn, who retires by rotation and is eligible for re-election, be
re-elected as a Director of the Company.
   
2. That Gráinne Patricia Troute, who retires by rotation and is eligible for re-election, be
re-elected as a Director of the Company.
   
3. That the Directors are authorised to fix the remuneration of the auditors for the ensuing
year.
   
The proxy is authorised to vote on any resolutions to amend any of the resolutions, on any resolution so amended, and on any other resolution
proposed at the meeting (or any adjournment thereof). If you return this form without directing the proxy how to vote on any particular matter, the
proxy may vote as he/she thinks fit or abstain from voting. The proxy is appointed only in respect of the above meeting or any adjournment thereof.

SHAREHOLDER QUESTIONS
Shareholders present at the Annual Meeting (via the virtual annual meeting) will have the opportunity to ask questions during the meeting. If you
cannot attend the Annual Meeting but would like to ask a question you can submit a question online by going to
https://investorcentre.linkmarketservices.co.nz/voting/THL after completing the online validation process or complete the question section below
and return to Link Market Services in the reply paid envelope enclosed. Questions will need to be submitted by 2:00pm, Wednesday, 28 October
2020.
Question :


SIGN: SIGNATURE OF SHAREHOLDER(S) This section must be completed
Shareholder 1 Shareholder 2 Shareholder 3

Individual/duly authorised officer or attorney Individual/duly authorised officer or attorney Individual/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.

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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