Annual Meeting Results

Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
24 February 2021

Annual Meeting Results

At Gentrack Group Limited’s (NZX/ASX: GTK) shareholder meeting held virtually today
shareholders were asked to vote on 9 resolutions, which were supported by the Board.
As required by NZX Listing Rule 6.1, all voting was conducted by a poll.
The resolutions passed by shareholders were:
1. That Ernst & Young is appointed as auditor of Gentrack Group Limited and the board is
authorised to fix the auditor’s remuneration.
2. That, for the purposes of NZX Listing Rule 2.11, the aggregate maximum remuneration
that may be paid to the directors of Gentrack Group Limited per annum is increased
from NZD $450,000 to $800,000.
3. That, for the purposes of NZX Listing Rule 2.11, any remuneration payable to directors
may, at the board’s discretion, be paid either in whole or in part through an issue or
transfer of equity securities in Gentrack Group Limited, as described in the notice of
meeting.
4. That Gary Miles, appointed by the board as managing director on 1 October 2020, be
elected as a director of Gentrack Group Limited.
5. That, for the purposes of NZX Listing Rule 4.2.1, performance rights be issued to Gary
Miles, managing director on the terms and conditions set out in the notice of meeting
(being 1,248,604 performance rights relating to 2020 as well as subsequent annual
grants of performance rights in 2021 and 2022).
6. That, for the purposes of NZX Listing Rule 4.2.1, up to 1,500,000 equity securities
(either performance rights or shares) may be issued by Gentrack Group Limited, as an
extension on a one-off basis of the 3% limit of equity securities that may be issued by
the company in a twelve month period without further shareholder approval. The
extension is to satisfy long term incentive and short term incentive requirements in
relation to FY21 (if directors chose not to pay out any short term incentive payments in
cash) on the terms and conditions set out in the notice of meeting.
7. That Stewart Sherriff, appointed by the board on 5 October 2020, be elected as a
director of Gentrack Group Limited.
8. That Andy Green, appointed by the board on 2 November 2020, be elected as a
director of Gentrack Group Limited.
9. That Nick Luckock be re-elected as a director of Gentrack Group Limited.

Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
Details of the total number of votes cast in person or by a proxy holder are:
Resolution
For Against Abstain
That Ernst & Young is appointed as auditor of
Gentrack Group Limited and the board is
authorised to fix the auditor’s remuneration.
64,064,617

39,500

152,315
That, for the purposes of NZX Listing Rule 2.11, the
aggregate maximum remuneration that may be
paid to the directors of Gentrack Group Limited
per annum is increased from NZD $450,000 to
$800,000.
43,674,352 9,222,400 145,818
That, for the purposes of NZX Listing Rule 2.11, any
remuneration payable to directors may, at the
board’s discretion, be paid either in whole or in
part through an issue or transfer of equity
securities in Gentrack Group Limited, as described
in the notice of meeting.
52,686,749 215,496 139,010
That Gary Miles, appointed by the board as
managing director on 1 October 2020, be elected
as a director of Gentrack Group Limited.
63,958,155 162,982 135,295
That, for the purposes of NZX Listing Rule 4.2.1,
performance rights be issued to Gary Miles,
managing director on the terms and conditions set
out in the notice of meeting (being 1,248,604
performance rights relating to 2020 as well as
subsequent annual grants of performance rights in
2021 and 2022).
55,284,571 4,928,152 4,006,944
That, for the purposes of NZX Listing Rule 4.2.1, up
to 1,500,000 equity securities (either performance
rights or shares) may be issued by Gentrack Group
Limited, as an extension on a one-off basis of the
3% limit of equity securities that may be issued by
the company in a twelve month period without
further shareholder approval. The extension is to
satisfy long term incentive and short term
incentive requirements in relation to FY21 (if
directors chose not to pay out any short term
incentive payments in cash) on the terms and
conditions set out in the notice of meeting.
55,616,014 4,625,145 4,015,273
That Stewart Sherriff, appointed by the board on 5
October 2020, be elected as a director of Gentrack
Group Limited.
64,047,866 72,060 136,506
That Andy Green, appointed by the board on 2
November 2020, be elected as a director of
Gentrack Group Limited.
64,055,124 65,302 136,006
That Nick Luckock be re-elected as a director of
Gentrack Group Limited.
64,029,285 88,241 138,906

Gentrack Group Ltd | www.gentrack.com | info@gentrack.com | ARBN 169 195 751
The Board has determined that the following directors are (as specified below) independent or
not independent:
• Andy Green – Independent
• Fiona Oliver – Independent
• Darc Rasmussen – Independent
• Stewart Sherriff – Independent
• Nick Luckock – Not Independent
• Gary Miles – Not Independent
The video recording from the annual meeting will be made available as soon as possible.

ENDS
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Contact:
Jon Kershaw, Company Secretary
+64 9 966 6090

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About Gentrack
Gentrack designs, builds and delivers the high-performing, cloud-first revenue and customer
experience solutions found at the heart of leading utilities and airports around the world.  Our
customers lead in some of the most deregulated and innovative markets in the world;
pioneering innovation, driving effective transformation in the management and delivery of two
of our planet’s most precious resources; energy and water.
More information: www.gentrack.com