AIA Notice of Meeting

Notice of
Annual
Meeting
AUCKLAND INTERNATIONAL AIRPORT LIMITED
Notice is hereby given that the 2020
annual meeting (Annual Meeting)
of the shareholders of Auckland
International Airport Limited will be
held online at virtualmeeting.co.nz/
aia20 on Thursday, 22 October 2020
commencing at 10.00 am.
Due to the health risks associated
with COVID-19 and the uncertainty
of domestic travel and social
distancing requirements at the time
of planning, we have reluctantly
chosen to hold the Annual Meeting of
shareholders online this year.
We have held successful hybrid
meetings for the last two years and
the Company is confident in its
ability to present the annual meeting
and maintain engagement with our
shareholders online.
Shareholders will be able to submit
questions to directors prior to
and during the Annual Meeting,
information on how to ask
questions before and during
the Annual Meeting is
included in this notice.

ATTENDING THE ANNUAL MEETING
Online Participation: Shareholders will only be able to attend
and participate in the Annual Meeting virtually via an online
platform provided by our share registrar, Link Market Services
at www.virtualmeeting.co.nz/aia20. Shareholders participating
online will be able to ask questions during the meeting via the
chat function. Information on participating via this function can
be retrieved during the meeting through the ‘Question’ button.
Please note, if you will be participating online you will require your
shareholder number, found on your Proxy Form, for verification
purposes.
More information regarding virtual attendance (including how
to vote and ask questions virtually during the Annual Meeting)
is available in the Virtual Annual Meeting Online Portal Guide
available at https://bcast.linkinvestorservices.co.nz/generic/docs/
OnlinePortalGuide.pdf
Shareholder motions: The only matters being discussed
and voted on at the Meeting are the Resolutions contained in
this Notice of Meeting. No motions will be allowed from the
(virtual) floor.
VOTING
As the 2020 Annual Meeting will be held online, voting on all
resolutions put before the Annual Meeting shall be by poll.
Shareholders can continue to, and are encouraged to, exercise
their right to vote by casting a proxy vote or a postal vote if they
cannot attend the Annual Meeting online.
The Proxy Form is attached. You or your proxy can vote for or
against, or abstain from each of the resolutions. You may cast
your votes prior to the meeting by completing the Proxy Form
ahead of the Annual Meeting.
Postal vote: (direct vote) A shareholder can cast a postal vote
online, or complete and send the Proxy Form by post, email (as
a scanned attachment) or fax, so that, in each case, your vote is
received by Link Market Services Limited (on behalf of Auckland
Airport) no later than 10.00am on Tuesday 20 October 2020.
Postal voting instructions are included in the Proxy Form.
Proxy vote: A shareholder entitled to attend and vote at the
Annual Meeting is entitled to appoint a proxy to attend and vote
instead of the shareholder. The proxy need not be a shareholder.
The Chair of the Annual Meeting is willing to act as proxy for
any shareholder who wishes to appoint him for that purpose.
If you appoint the Chair and you do not indicate how the Chair
should vote, the Chair will vote in favour of the resolutions, unless
the Chair is specifically excluded from voting on a particular
resolution.
To be effective, the Proxy Form must be received at Link Market
Services Limited, Level 11, Deloitte Centre, 80 Queen Street,
Auckland, New Zealand or by mail to P O Box 91976, Auckland
1142, New Zealand, email or fax no later than 10.00am on
Tuesday 20 October 2020 in accordance with the instructions on
the Proxy Form.
A corporate shareholder may appoint a person to attend the
Annual Meeting as its representative in the same manner as it
could appoint a proxy.
You may also appoint your proxy online as per the instructions on
the Proxy Form.
Notice of Meeting 2020
Auckland International Airport Limited
1
BUSINESS
A. Chair’s Address
B. Chief Executive’s Address
C. Financial statements and reports: To receive and
consider the financial statements of the Company for the
year ended 30 June 2020 together with the directors’
and auditor’s reports to shareholders.
D. Ordinary Resolutions: To consider, and if thought fit,
to pass, the following ordinary resolutions (which
require the approval of a simple majority of the votes
of those shareholders entitled to vote and voting on
the resolution):
1.
Re-election of Julia Hoare: That Julia Hoare, who
retires and who is eligible for re-election, be re-elected
as a director of the Company (see explanatory notes).
2.
Auditor: That the directors be authorised to fix the fees
and expenses of the auditor (see explanatory notes).
E. Other business: To consider any other matters that may
lawfully be considered at the meeting including any
shareholder questions submitted prior to the Annual
Meeting (to the extent these questions have not already
been addressed in the Chair’s address or the Chief
Executive’s address) and shareholder questions raised
during the meeting.
By order of the Board.
Morag Finch, Deputy Company Secretary
18 September 2020

EXPLANATORY NOTES
Ordinary Resolution 1. Re-election of Director
Julia Hoare is the director retiring in 2020. Julia Hoare, being
eligible for re-election, offers herself for re-election.
A brief biographical note of Julia Hoare is set out below:
Julia Hoare
Term of Office
Appointed as a director 23 October 2017
Board Committees
Audit and Financial Risk Committee (Chair)
Infrastructure Development Committee
(disestablished 30 June 2020)
Biography
Julia Hoare was elected a director of the company on
October 26, 2017.
Julia is a qualified chartered accountant and Fellow of Chartered
Accountants Australia and New Zealand. Julia has over 25 years’
experience in finance, commercial, tax, regulatory, sustainability
and climate change in roles in New Zealand, Australia and the
United Kingdom.
Julia is knowledgeable across a diverse range of sectors including
transport and logistics, infrastructure and international FMCG.
She is familiar with global, high-growth businesses as well as
those facing disruptive challenges and opportunities in the new
digital age.
Julia is also the deputy chair of both the a2 Milk Company Limited
and Watercare Services Limited as well as a director of Port of
Tauranga Limited and Meridian Energy Limited.
The Board unanimously recommends that shareholders vote in
favour of the re-election of Julia Hoare. She is considered by the
Board to be an independent director.
Ordinary Resolution 2. Auditors
Deloitte is automatically reappointed auditor under section 207T
of the Companies Act 1993. This resolution authorises the Board
to fix the fees and expenses of the auditor as required by section
207S of the Companies Act 1993.
Shareholder Questions
Shareholders participating in the Annual Meeting will have
the opportunity to ask questions during the meeting. If you
cannot attend the Annual Meeting online but would like to
ask a question you can submit a question online by going to
vote.linkmarketservices.com/AIA or by completing the question
section on the Proxy Form.
Questions will need to be submitted by 10.00am on Tuesday
20 October 2020. Auckland Airport reserves the right not to
address any questions that it is not required to address and, in
the Board’s opinion, are not reasonable to address in the context
of an Annual Meeting.
ANNEXURE A
COMPANIES ACT DISCLOSURE DOCUMENT RELATING TO
THE GIVING OF FINANCIAL ASSISTANCE BY THE COMPANY
FOR THE PURCHASE OF SHARES UNDER THE AUCKLAND
INTERNATIONAL AIRPORT EMPLOYEE SHARE PURCHASE
PLAN
TO: ALL SHAREHOLDERS OF THE COMPANY
INTRODUCTION
1. This document is provided to you for your information. You are
not required to take any action in relation to it.
2. This document is provided to all shareholders of Auckland
International Airport Limited (the Company) in accordance
with the requirements of sections 78(5) and 79 of the
Companies Act 1993, in respect of financial assistance to be
provided by the Company for the purposes of a further
invitation to employees of the Company to participate in the
Company’s Employee Share Purchase Plan (the ESS Plan).
FINANCIAL ASSISTANCE
3. The Company established the ESS Plan by a trust deed dated
19 November 1999 (as amended by a deed of amendment
and restatement to the Trust Deed dated 31 October 2018) to
enable employees to acquire fully paid ordinary shares in the
Company.
4. The ESS Plan involves the Company making interest free
loans to employees to fund the acquisition of shares in the
Company. The shares will be allocated to employees from
surplus shares held by the trustees of the ESS Plan. The loans
will be on an interest free basis and will be for a term of three
years. The loans will be repaid by employees in regular
instalments over this three year term by way of a deduction
from their salary or wages.
5. The maximum amount of the loans made to each employee
will not exceed $5,000 in any year. If all eligible employees
took up the maximum loan available to them in the first year,
the aggregate amount of loans made (on the basis of the
number of eligible employees of the Company as at the date
of this disclosure document) would not exceed $2.65 million.
6. The making of those loans constitutes the giving of financial
assistance for the purpose of, or in connection with, the
purchase of a share issued or to be issued by the Company in
terms of section 76 of the Companies Act 1993.
RESOLUTION
7. Set out below is the text of the resolution of the Board of the
Company required by section 78(1) of the Companies Act
1993, passed on 21 August 2020:
“NOTED:
A. Auckland International Airport Limited (the Company)
established the Auckland International Airport Limited Share
Purchase Plan (the Plan) by a trust deed dated 19 November
1999 (the Trust Deed) to enable employees to acquire fully
paid ordinary shares in the Company. The Plan was
established as an “employee share purchase plan” within the
meaning of section DF 7 of the Income Tax Act 1994, which
2

Notice of Meeting 2020
Auckland International Airport Limited
4
later became sections DC 12 to DC 14 of the Income Tax
Act 2007 (now repealed).
B. The Plan involves the Company making interest free loans to
employees to fund the acquisition of shares in the Company.
The shares will be allocated to employees firstly from surplus
shares held by the trustees of the Plan (the Trustees) under
clause 6.1 of the Trust Deed (Surplus Shares). To the extent
that the number of Surplus Shares being allocated is not
sufficient to meet the uptake of offers by participating
employees, the Company will issue new shares to the
Trustees on behalf of participating employees.
C. The making of those loans constitutes the giving of financial
assistance for the purpose of, or in connection with, the
purchase of a share issued or to be issued by the Company
in terms of section 76 of the Companies Act 1993 (the Act).
D. The Board has been provided with copies of the Plan, the
invitation from the Company to be made pursuant to the
Trust Deed, and the form of directors’ certificates to be given
by the directors in respect of the issue of shares, the financial
assistance and satisfaction of the solvency test.
E. The Board has also been provided with a copy of the
disclosure document that is required to be sent to each
shareholder before the provision of the financial assistance
under section 76(1)(b) of the Act.
RESOLVED:
[...] Financial assistance
1. The Company provide to its employees financial assistance
of up to a total of $2.65 million by way of loans made in
accordance with the Plan.
2. The giving of the financial assistance is in the best interests
of the Company.
3. The terms and conditions under which the financial
assistance is given are fair and reasonable to the Company.
4. The Board is satisfied that the Company will, immediately
after the giving of the financial assistance, satisfy the
solvency test (as defined in the Act).
5. The giving of the financial assistance is of benefit to those
shareholders of the Company not receiving the financial
assistance.
6. The terms and conditions under which the financial
assistance is given are fair and reasonable to those
shareholders not receiving the financial assistance.
7. The Board may cancel this resolution to give the financial
assistance at any time until the time it is provided by the
Company and if it does so the financial assistance shall not
be provided by the Company.
GROUNDS FOR DIRECTORS’ CONCLUSIONS:
1. The grounds for the directors’ conclusions are as follows:
(a) The purpose of the Plan is to encourage and incentivise
employees by providing them with a stake in the
Company and a financial interest in the performance and
success of the Company.
(b) That is in the best interests of the Company and of
benefit to its shareholders as a whole.
(c) The terms of loans made under the Plan are those
stipulated by the Income Tax Act 2007 for those types of
plans. Having regard to the advantages of the Plan to the
Company and its shareholders those terms are fair and
reasonable to the Company and its shareholders.
(d) The interim Financial Statements of the Group dated 22
February 2020 record that the assets of the Group
exceed its liabilities (including contingent liabilities) by
approximately $5,716.6 Million. The draft annual Financial
Statements of the Company record that the assets of the
Company exceeded its liabilities (including contingent
liabilities) by $6,615.20 Million as at 30 June 2020.
(e) The amount of the financial assistance to be given under
the Plan, if all employees took up their maximum
entitlement, will not exceed $2.65 million.
(f) The Company is able to pay its debts as they become
due in the normal course of business and will remain able
to do so after the giving of the assistance.
(g) The directors are not aware of any circumstances which
could materially and adversely affect the conclusions
recorded above.”
SHAREHOLDER RIGHTS
8. Section 78(7) of the Companies Act 1993 confers on
shareholders and the Company certain rights to apply to the
Court to restrain the proposed assistance being given.
9. The financial assistance may be given by the Company not
less than 10 working days and not more than 12 months after
this disclosure document has been sent to each shareholder.

To participate please go to:
www.virtualmeeting.co.nz/aia20

LODGE YOUR PROXY
Online:
vote.linkmarketservices.com/AIA
Scan & email:
meetings@linkmarketservices.com
Fax:
+64 9 375 5990
Deliver:
Link Market Services Limited
Level 11, Deloitte Centre,
80 Queen Street,
Auckland 1010
Mail:
Use enclosed reply paid
envelope or address to:
Link Market Services
PO Box 91976
Auckland 1142
Vote Online
Scan this QR code
General Enquiries
+64 9 375 5998 | enquiries@linkmarketservices.com
PLEASE TURN OVER
PROXY FORM FOR AUCKLAND AIRPORT’S 2020 ANNUAL MEETING
The Annual Meeting of Auckland International Airport Limited
(Auckland Airport) will be held online at www.virtualmeeting.co.nz/
aia20 at 10:00am on Thursday 22 October 2020. Due to the risks
surrounding COVID-19, Auckland Airport has reluctantly decided the
safest approach is to hold its Annual Meeting online only.
Shareholders attending the Annual Meeting online will need to do
so via the Link Market Services Virtual Annual Meeting platform at
www.virtualmeeting.co.nz/aia20. To attend online, you will require your
Holder Number for verification purposes.
If you are not attending the Annual Meeting but wish to be
represented by proxy, or to vote by postal vote, please complete and
return this form to Auckland Airport’s share registry, Link Market
Services, by no later than 10:00 am, Tuesday 20 October 2020.
Please do not appoint a proxy if you are voting by postal vote.
Appointing a proxy and voting can also be completed online at
vote.linkmarketservices.com/AIA.
POSTAL VOTE
Any shareholder who is entitled to attend and vote is entitled to vote
by postal vote. Auckland Airport’s share registry, Link Market Services
has been authorised to receive and count postal votes at the Annual
Meeting. 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. If this form is returned duly signed
by a shareholder with voting instructions completed but without
indicating that it is a postal vote or a proxy has been appointed, it will
be deemed to be a postal vote.
APPOINTMENT OF PROXY
A shareholder entitled to attend and vote is entitled to appoint a proxy
or, in the case of a corporate shareholder, a representative to attend
and vote instead of him/her and that proxy or representative need not
also be a shareholder. The Chair of the meeting is willing to act as
proxy for any shareholder who wishes to appoint him for that purpose.
If you appoint the Chair and you do not indicate how the Chair should
vote, the Chair will vote in favour of the resolutions.
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 resolution. 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, unless specifically excluded from voting on a particular
resolution. If you make more than one election in respect of a
resolution your vote will be invalid on that resolution. If you expressly
appoint the Chair of the meeting or any other Director as your proxy
and elect to give them discretion on how to vote on a resolution,
you acknowledge that they will exercise your vote in favour of
resolutions 1 and 2.
As no motions will be allowed from the floor (as noted in the Notice of
Meeting), amendments or resolutions from the floor cannot be voted
on by appointed proxies.
ATTENDING THE MEETING
The 2020 Annual Meeting will be held online only and shareholders
can attend at www.virtualmeeting.co.nz/aia20
SIGNING INSTRUCTIONS FOR PROXY FORMS
INDIVIDUAL
This Proxy Form must be signed by the shareholder or his/her/its
attorney duly authorised in writing.
JOINT HOLDING
In the case of a joint shareholding, this Proxy Form must be signed by
each of the joint shareholders (or their duly authorised attorney).
POWER OF ATTORNEY
This Proxy Form and the power of attorney or other authority, if any,
under which it is signed, or a copy of that power or authority certified
by a Solicitor, Justice of the Peace or Notary Public must be
deposited or mailed to be received at the office of Link Market
Services Limited, in any manner as per the instructions below, not
later than 10:00 am, Tuesday 20 October 2020.
CORPORATE SHAREHOLDER
In the case of a corporate shareholder, this Proxy Form must be
signed by a director or a duly authorised officer acting under the
express or implied authority of the shareholder, or an attorney duly
authorised by the shareholder.
Go online to vote.linkmarketservices.com/AIA to appoint your
proxy or turn over to complete the Postal Vote/Proxy Form

STEP 1: CHOOSE TO VOTE BY POSTAL VOTE OR APPOINT A PROXY TO VOTE ON YOUR BEHALF
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 being a shareholder(s) of Auckland International Airport Limited hereby appoint:
of
(FULL NAME) (EMAIL ADDRESS)
Or
of
(FULL NAME) (EMAIL ADDRESS)
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of Auckland International Airport Limited to be held online at
www.virtualmeeting.co.nz/aia20 at 10:00am on Thursday 22 October 2020 and at any adjournment of that meeting and 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). Unless otherwise instructed as above, the proxy will vote as he/she thinks fit or abstain from voting on each such
resolution. The proxy is appointed only in respect of the above meeting or any adjournment thereof.
STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS
Complete this part if you are voting by post or have appointed a proxy above and you want to direct the proxy as to how the proxy
should vote.
Please note: For each resolution you must tick one box. If you mark the abstain box for an item, you are not voting or you are directing your
proxy not to vote on your behalf during a poll and your votes will not be counted computing the required majority, for that item.
ORDINARY BUSINESS
To consider and, if thought fit, pass the following ordinary resolutions:
Tick (✓) in box to vote
FORAGAINSTABSTAINDISCRETION
1Re-election of Director*
That Julia Hoare be re-elected as a Director (supported by the Board).
2Auditors
To authorise the Directors to fix the remuneration of the Auditors for the ensuing year.
* The Board unanimously recommends that shareholders vote in favour of the re-election of Julia Hoare.
STEP 3: 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 but would like to ask a question, you can submit a question online by going to vote.linkmarketservices.com/AIA and
completing the online validation process or complete the question section below and return it to Link Market Services. Questions will
need to be submitted by 10.00am, Tuesday 20 October 2020. The Board will address and answer questions during the meeting.
Auckland Airport reserves the right not to address any questions that it is not required to address and, in the Board’s opinion, are not
reasonable to address in the context of an Annual Meeting.
QUESTION:
STEP 4: SIGNATURE OF SHAREHOLDER(S) THIS SECTION MUST BE COMPLETED
SHAREHOLDER 1 SHAREHOLDER 2 SHAREHOLDER 3

OR DULY AUTHORISED OFFICER OR ATTORNEY OR DULY AUTHORISED OFFICER OR ATTORNEY OR DULY AUTHORISED OFFICER OR ATTORNEY
Contact Daytime Telephone Date 2020
POSTAL VOTE PROXY / CORPORATE REPRESENTATIVE APPOINTMENT
& VOTING INSTRUCTIONS

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Market Release | 28 September 2020

Auckland Airport 2020 Annual Meeting
Investors are invited to join Auckland Airport’s virtual 2020 annual meeting, to be
held on Thursday 22 October at 10am.
We announced during annual results in August that this year’s annual meeting would
be held online only, due to uncertainty surrounding COVID-19 and changes in alert
levels. We recognise this may be disappointing for some shareholders and ask for
their understanding.
Shareholders can submit questions ahead of the annual meeting by completing the
question box at the end of the Proxy Form, those shareholders who join the virtual
meeting will also be able to vote and ask questions during the meeting.
Webcast link
The Annual Meeting will be broadcast live on the internet via webcast link. To access
the webcast link, go to www.virtualmeeting.co.nz/aia20 and follow the instructions.
You will need your shareholder number found on your Proxy Form, for verification
purposes.
The webcast will be archived and available on the Auckland Airport website following
the event.
For more information about virtual attendance, including how to vote and ask
questions, please refer to the Virtual Annual Meeting Online Portal Guide attached to
this announcement or found at
https://bcast.linkinvestorservices.co.nz/generic/docs/OnlinePortalGuide.pdf
ENDS
For further information please contact:

Investors:
Stewart Reynolds
Head of Strategy, Planning and Performance
+64 27 511 9632
stewart.reynolds@aucklandairport.co.nz



Media:
Libby Middlebrook
Head of Communications and External Relations
+64 21 989 908
libby.middlebrook@aucklandairport.co.nz